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Masimo (NASDAQ:MASI) said that a potential joint venture partner for its consumer business is prepared to offer $850 million to $900 million for the unit on a cash and debt free basis.
Masimo (MASI) disclosed that on July 2 the potential JV partner provided a non-binding term sheet to Masimo, according to an 8-K filing on Monday. Masimo and the potential JV partner remain in active discussions regarding the terms of a deal.
The Masimo (MASI) update comes after the company in late March said its board authorized management to evaluate a proposed separation of its consumer business. The separation will include its consumer audio and consumer health products, including the Stork baby monitor and the Freedom smart watch and band.
The Masimo (MASI) filing also comes as the company remains involved in a proxy battle with activist investor Politan Capital, which already holds two board seats as is trying to get two more. In May, Politan rejected Masimo’s offer to add one of the activist investor’s nominees to the board.
Earlier Monday, Politan disclosed it sent a letter to Masimo’s (MASI) board that alleged “empty voting,” according to a 13D/A filing.
“We have observed that a brokerage firm associated with an investor who is a friend of Mr. Kiani voted a major position – approximately 9.9 percent of the company’s outstanding stock – in favor of the company’s nominees,” Politan said in a July 3 letter. “The number of shares voted at this brokerage firm exceeded the shares publicly reported to be owned by this investor by several multiples. That excess amount was accumulated at the brokerage in the period running up to the record date and then disposed of out of the same brokerage right after the record date. These share movements corresponded almost exactly with movements in and out of brokerages associated with firms that lend shares in the market. Further, in the same period of these share movements, the short interest in Masimo stock increased by similar amounts.”
Politan is now asking that that board set a new record date for the annual meeting, which is scheduled for July 25.