Avanos Shareholders Approve AIP Deal as Closing Nears
The acquisition won support from 99.75% of votes cast, representing 74.96% of outstanding shares.[1][2]
Avanos Medical (AVNS), a medical-device maker, moved closer to its acquisition by AIP after receiving the final approvals needed for a closing expected no later than July 27.
The timetable shortened sharply from April, when Avanos expected the transaction to close in the second half of 2026. Shareholder approval had remained a closing condition as recently as the company’s July 2 update.
The vote followed a quarter in which sales growth accelerated while earnings weakened. First-quarter net sales rose 8.8% from a year earlier to $182.2 million, compared with 0.7% growth in the fourth quarter. Adjusted earnings fell to $0.22 a share from $0.26, while net income declined to $5.1 million from $6.6 million.
Specialty Nutrition Systems drove the expansion, with sales rising $22.9 million from a year earlier to $124.0 million. The segment’s operating margin increased sequentially to 18.6% from 17.8%, and operating income rose to $23.1 million from $20.5 million.
Pain Management & Recovery moved in the opposite direction. Sales fell 8.6% from the fourth quarter to $56.3 million, and the segment posted a $1.8 million operating loss after generating $5.2 million of operating income in the preceding quarter.
Those diverging segment results left adjusted EBITDA nearly flat from a year earlier at $21.8 million and 22% below the fourth quarter. Operating cash flow swung to a $12.3 million outflow from a $25.7 million inflow a year earlier, while cash declined to $65.6 million at March 31 from $89.8 million at year-end.
AIP’s $25-a-share offer valued Avanos at about $1.272 billion. The price represented a 72.1% premium to the shares’ pre-announcement close, setting the terms under which Avanos is expected to change ownership.