Notable Mergers and Acquisitions of the Day 06/22: (ZRAY)/(AZN) (SFE)/(MCK) (EMN)

• DENTSPLY International Inc. (Nasdaq: XRAY) has entered into an agreement to acquire Astra Tech from AstraZeneca (NYSE: AZN) for $1.8 billion in cash.
  
  DENTSPLY has committed financing in place from Morgan Stanley. The Company intends to finance the transaction with a combination of cash on hand, commercial paper and long-term debt. The transaction, which is expected to be completed before the end of 2011, is subject to receipt of approval from certain antitrust authorities.
  
  Morgan Stanley is acting as financial advisor to DENTSPLY, and Skadden, Arps, Slate, Meagher & Flom is serving as legal counsel.
  
  Astra Tech, a subsidiary of AstraZeneca, is a leading developer, manufacturer and marketer of dental implants, customized implant abutments and consumable medical devices in the urology and surgery market segments. Astra Tech, which recorded worldwide revenue of $535 million in 2010, operates through two divisions: Astra Tech Dental and Astra Tech Healthcare.
  
  
• Safeguard Scientifics, Inc. (NYSE: SFE), announced that technology partner company Portico Systems, Inc. has signed a definitive agreement to be acquired by McKesson (NYSE: MCK) for $90 million in cash.
  
  Of the total, $5 million will be contingent on he achievement of performance milestones. Safeguard expects to receive aggregate cash proceeds of approximately $38 million related to its equity interest in Portico, of which $2 million will be contingent upon performance milestones, representing a 4x cash-on-cash return. In addition, Safeguard will be repaid all amounts owed under its $5 million mezzanine debt facility with Portico. The consummation of the transaction is subject to standard conditions to closing, including applicable antitrust clearances.
  
  Closing is expected in Q311.
  
  
• Eastman Chemical Company (NYSE: EMN) has entered into an agreement to acquire Sterling Chemicals, Inc., for $2.50 per share, or $100 million in cash, subject to modest deductions at closing as provided in the merger agreement.
  
  The transaction, which includes Sterling’s plasticizer and acetic acid manufacturing assets in Texas City, Texas, is expected to be accretive to Eastman’s full-year 2012 earnings per share in excess of Eastman’s cost of capital.
  
  The transaction, which has been approved by both boards of directors, is expected to be completed after receipt of required regulatory approvals, approval of Sterling’s stockholders, and satisfaction of other customary closing conditions. It is expected to be funded with available cash. Oppenheimer & Co. Inc. is acting as exclusive financial advisor to Eastman on this transaction and Eastman’s legal counsel is Jones Day.

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