Catching up to Masimo’s ‘unfinished’ business: Danaher completes $9.9B acquisition of Masimo. $634 million damages from Apple upheld, but Kiani lawsuits continue

Danaher closing the Masimo acquisition for a eyewatering $9.9 billion in early June definitely flew under this Editor’s  radar. Let’s catch up. As your Editor “Alibi Ike’s” on this (blame it on an airshow, not an injury!), beyond its $9.9 billion “Hollywood Ending” deal in February, here’s the ‘need to know’ about the medtech giant’s final deal for Masimo and the latter’s future.

  • The completion was 10 June, when Masimo stock was delisted at a final price of $179.95 (MASI, Nasdaq). The closing beat the expectation of H2 2026 by a month.
  • The Danaher offer was $180/share (DHR, NYSE). When the offer was made, Masimo stock was trading around $130. This made for a very good deal for long-suffering Masimo shareholders and Politan Capital, which forced out owner/founder/CEO Joe Kiani in a blistering September 2024 proxy fight. Masimo shareholders approved it in May.
  • Masimo will operate as a brand and division under Danaher Diagnostics, led by EVP Diagnostics Julie Sawyer Montgomery with Masimo CEO Katie Szyman continuing as CEO of the division.

Danaher updated its full-year 2026 guidance on 21 July with its Q2 earnings release. “For full year 2026, the Company expects non-GAAP core revenue will increase in the 3.0% to 4.0% range year-over-year. The Company is also increasing its full year adjusted diluted net earnings per common share guidance to a range of $8.45 to $8.60 versus previous guidance of $8.35 to $8.55. to incorporate Masimo’s expected contribution.” The $150 billion market cap Danaher is likely to pursue other acquisitions as well.

Competitively, it positions Danaher against industry giant Medtronic in patient monitoring, specifically in pulse oximetry and related technology. Masimo’s pulse oximetry and patient monitoring devices overlap somewhat with but extend Danaher’s existing Radiometer products in blood gas analysis and testing. Denmark-based Radiometer is stronger in European markets while Masimo is primarily US/Canada based. There is also diagnostic segment overlap with Beckman Coulter Diagnostics. It also expands Danaher’s offerings in sensor-based technologies and overall to integrated delivery networks, or IDNs. Other Danaher products within Diagnostics are Leica Biosystems and Cepheid. Given Danaher’s extensive and existing footprint in diagnostics and a legitimate fit, Masimo may get some long-overdue capital development and real management attention.

Courtesy of Editor Ted Green at Strata-Gee, in closing out the Masimo/Sound United file at his consumer electronics/AV custom integrations business newsletter here, this is how Danaher’s current products and Masimo’s complement each other in diagnostic market segments.

One caution for Masimo’s independent operation is that Danaher will now start executing on $125 million of annual cost synergies and more than $50 million of annual sales synergies by the fifth full year after the deal closure. “Cost synergies” usually mean shared corporate infrastructure, supply chain efficiencies, and streamlined back-office operations, although Danaher to this point has not filed any WARN notices for Masimo in California or Federally. Another caution is the meshing of Masimo’s corporate operations and ‘culture’ with the Danaher Business System methodology, as Masimo’s recent history has resembled a roller coaster ride at an amusement park with pieces coming off and the occasional passenger doing an aerial. Danaher closing release, MedTech Dive, Yahoo Finance

What’s left in LitigationLand?

  • The Apple Watch litigation ended with a Federal win for Masimo. It won the Federal patent infringement case in November and was awarded $634 million in damages. A Federal appeals court rejected Apple’s request for a new trial last week. Orange County Business Journal, paywalled. 9 to 5 Mac
  • Contrary to this, in April the International Trade Court (ITC) refused to reinstate the import ban on the redesigned Apple Watches imposed in December 2023. Reuters Whether Danaher will continue to pursue this isn’t known, but given the win versus Apple and the Danaher emphasis on diagnostics, the ITC import ban on a consumer product goes far down the list in importance.
  • The Kiani lawsuits over his separation are proceeding in Orange County (California) Superior Court. These are over compensation owed to him when Kiani was ousted as CEO. His argument is that the employment contract is ambiguous about the timing of payments and that the unpaid compensation qualifies as wages. Judge Thomas Lo ruled last month that the suits could continue. The stakes are not small. The contract contained a $450 million severance payout. Kiani is seeking an added $100 million in damages from the company’s former six board directors affiliated with activist investor Politan Capital Management. Kiani is represented by Marshall Camp of Hueston Hennigan LLP. OCBJ In March, Judge Lo disqualified Quinn Emanuel Urquhart & Sullivan LLP from representing the six board members because the firm had originally defended Kiani’s employment agreement and violated ethics around confidentiality and loyalty. Daily Journal-Cal Lawyer 
  • There are other lawsuits active in Delaware and Washington, DC.

And in other June news, Masimo gained FDA 510(k) clearance for an opioid-induced respiratory depression detection capability integrated into the Radius VSM wearable continuous patient monitor. It uses Masimo’s smartSET pulse oximetry sensor platform to identify early signs of respiratory compromise in hospital patients receiving opioid therapy. Release 

One more TTA Hat Tip© to Ted Green of Strata-Gee for being an excellent inside source on Masimo, the agita around the (sold) Sound United, and the culminating proxy fight between Politan Capital and Joe Kiani. Here’s his history of Masimo’s “wild and crazy ride”.  He now returns to being THE newsletter for professionals in the consumer electronics/AV integrations business!

Hollywood Ending: Masimo patient monitoring selling to Danaher for $9.9B, will be standalone operating company

The long Masimo drama has a Hollywood Ending, at least for shareholders. The sale announced on Tuesday 17 February is a rich one–$180 per share, cash. (Masimo was trading in the ~$130/share range last week, making this a close to 40% boost.). Both boards have approved the transaction, expected to close in H2 2026. At that time, Irvine California-based Masimo, which specializes in pulse oximetry and patient monitoring devices, will operate as a standalone company within Danaher’s Diagnostics segment along with Radiometer (blood analysis), Leica Biosystems, Cepheid, and Beckman Coulter Diagnostics. Danaher, based in Washington, DC, has not made any transitional management announcements. It is subject to the usual regulatory review and a formal Masimo shareholder vote. 

For those who like to run the numbers, Danaher claims it is paying “18x estimated 2027 EBITDA, or 15x 2027 estimated EBITDA including the full benefit of expected annual synergies. Masimo is expected to generate EBITDA of more than $530 million in 2027.” It is being financed with cash on hand and debt financing–no share payouts or contingencies. It expands the Danaher Diagnostics portfolio into pulse oximetry. Still, it came as a surprise to industry analysts such as JP Morgan and puts it up against industry giant Medtronic, according to Reuters.

Masimo had considered other partners prior to Danaher, but apparently kept it well under wraps. This ends a roller coaster ride that started in 2022, and included a Bad Buy, patent infringement lawsuits, topped by a messy proxy fight. A guide to what transpired:

  • A not-quite-all-there diversion into consumer health monitoring devices including watches. Masimo extended their patents into devices, which could be broadly understood, but then initiated a flurry of legal actions against Apple. Consumer health, interestingly, was then used to justify the Sound United buy.
  • Founder/now-former CEO Joe Kiani then diverted into consumer audio with Sound United, at a cost of over $1 billion. Sound United was a catchall of major higher-end brands such as Polk and Denon. Shareholders revolted, cracking Masimo’s market cap by roughly $5 billion. The mistake was corrected last year with a sale to Samsung’s HARMON division for $350 million, a loss of over 60%. [TTA 7 May 2025]
  • Joe Kiani’s closely-held management of the company and board was soon challenged by activist investor Politan Capital. The proxy fight in September 2024 wasn’t even close, with the Kiani director slate losing big with shareholders. Kiani, a friend to former president Biden, was booted out of his 35-year directorship and CEO spot before the election and tied up with legal actions.
  • Late last April, their websites and systems for manufacturing and operations were brought down with a major cyberattack. With great irony, it struck right at the time of the annual shareholder meeting. Weeks later, their websites for both US and Canada were still disorganized.
  • The court battles continue. In the Federal Central Court of California, Masimo’s suit was approved to proceed before Labor Day 2025. This charged ’empty voting’ conspiracy and collusion between Kiani and shareholder RTW Investments in the proxy fight. Apparently Masimo earlier dropped the charges against Kiani but the court upheld them. MPO  Other lawsuits by Kiani center on his severance package and dismissal. The SEC in late 2024 announced an investigation of RTW’s involvment in the ’empty voting’ scheme, but as of today there is no update on its status.
  • Last November, Masimo scored a solid win in Federal Court when a jury awarded them $634 million of Apple’s money, The infringment was made by features in the Apple Watch’s workout mode and heart rate notifications. Of course, Apple plans to appeal based on the 2022 patent expiry. There is also a separate International Trade Commission (ITC) action banning Apple from importing the Apple Watch 9 and Ultra 2. For Masimo, an additional insult upon injury is that Masimo also accused Apple of hiring away key employees. Reuters

For Politan, known as a ‘take no prisoners’ activist investor, this is a major success–to take over, turn around a troubled company in approximately two years, and sell it profitably to a large company like Danaher. Danaher also buys it with Politan firmly in control, happy shareholders, and nearly all the soap opera wrapped up or due to soon. Masimo CEO Katie Szyman has a track record of smoothly transitioning smaller companies to larger ones, for instance her previous two companies, Edwards Lifesciences to BD. Masimo’s chair, Michelle Brennan, is retired from a senior global management post at J&J. Not bad for a year’s work. TTA 22 Jan 2025

This is quite unlike the rolling troubles Politan Capital has at its other big healthcare investment, Centene.

MedTech Dive. Danaher release. TTA’s back file on Masimo, starting in 2023, is here