Adam Wollowick 0:04
Adam, all right, good morning. My name is Adam Wollowick. I am Senior Director of Business Development at Stryker. I focus on mergers and acquisitions external partnerships for our trauma and extremities business. I've been with Stryker for about 10 years a little more. I'm also an advisor to Precision Life Science Partners, an advisory firm focused on early stage Medtech startups, and a mentor at the Endless Frontier labs out of NYU Stern in New York. You know, I think it's pretty rare to have the acquiring company, the founder and CEO of the acquired company and the lead investor all on the stage at the same time to talk about a singular transaction and to give you the diverse perspectives around how the company's growth trajectory and founding began up through the ultimate investment by a significant Venture Capital Group and then ultimately an exit to a large strategic so it's really a, I think, a rare opportunity. And it's, it's, it's incredible to be able to share the stage with with these two guys who have now become good friends. And, you know, we can't tell you everything about the deal, but we hope to be able to tell you you know a good amount, and give you some real insights that will be actionable. So I'll let Aaron and Greg introduce themselves. So Aaron,
Aaron Smith 1:28
yeah, hi. Nice to see you all. Thanks to Adam and the LSI team for letting us do this today. So I've been working in orthopedics and Medtech now for 30 years. Started as an engineering co op in 1994 and just kept on going. Maybe wasn't smart enough to go a different direction. But most recent company was r1 sold to Stryker back in July.
Greg Banker 1:54
Awesome. Well, first, thanks Adam and the LSI team for setting this panel up looking forward to the discussion. Greg banker, I'm a partner with ventsana capital. We're a med device focused venture capital firm. We invest across the product life cycle, everything from development through commercialization, everything in between. And our team spread out between California, Minnesota, where I'm based, and DC.
Adam Wollowick 2:14
Awesome. So before we jump into the details of the deal, maybe I thought we'd start by talking a little bit about the company, its founding. So Aaron, maybe you can spend a couple minutes telling us about us about sort of the the history of art alone. Yeah, sure.
Aaron Smith 2:25
So back in 2003 I came to an orthopedic company called right medical. I had worked for the management team prior to that, and the board had a thesis for the business to be a market leader in extremities, and that was the job that I was brought in to do. I was leading their extremities business unit, spa spent eight years there. Over the course of that time, grew it from about $5 million in legacy revenue to almost 200 when I left in 2011 to go out into the startup world. When I left the company, I was aware of some changes in the market for Foot and Ankle products. You were seeing this big explosion of new companies, new products. There were some pretty big unmet market needs around the ankle, for soft tissue products. I was outside of the sort of core competencies of the orthopedic companies that played there at the time. There were some sports companies that were making entrances into foot and ankle with soft tissue products, but didn't have the wherewithal to really know the market. So that was my direction in the startup world. Ardelon had been a Swedish company that developed the core technology, ran for about 10 years and sadly, went out of business, ran out of cash, closed the doors our US investors, acquired the assets out of bankruptcy in 2014 I came in as CEO in 2017 and really dedicated the technology towards fixing pathologies in the ankle, particularly with ankle instability. So we took an already developed technology and really repackaged it for that group of user needs and indications, and found commercial success pretty quickly. 2020 was the year we launched the products that were kitted and configured for those physicians needs, and sort of took off from there, leading ultimately to the exit with Stryker in 2024
Adam Wollowick 4:19
Yeah, so Stryker got involved in 2021 that was the first time we really interacted with Aaron and his team, and I've been following them along. You know, the I think the launch of those kits was probably the inflection point. You know, foot and ankle surgeons want convenience. They want efficiency. I think our discussions really accelerated in 2023 in the summer, actually, around the time that I came into my role, moving from our spine business to trauma and extremities, and it continued, you know, pretty much at a reasonable pace through 24 when we executed the deal. From strikers perspective, we believe firmly in time over target, as we like to say, right? We spend a lot. Lot of times with companies, getting to know the management team, seeing their growth trajectory and their market uptake, and that's really important to us. So I think for the founders in the room, you know, when you're interacting with companies like us, I think building those relationships, spending time is really, really important. Sometimes we'll spend more than five years with a company, sometimes longer before we'll actually pull the trigger and do do a deal. This one was, was especially unique because there were two Stryker businesses involved, our foot and ankle business, but also our sports medicine business, both which have customers that deal in the soft tissue space. And so that was, was a unique one here, that that I think can is an opportunity, but it's also a challenge. Maybe, Aaron, you can comment a little bit on on the challenges that you saw from your from your perspective, dealing with two
Aaron Smith 5:48
groups. Yeah, I think you characterized it perfectly, because most orthopedic companies were sort of constituted that way. They had foot and ankle business units that were focused on more trauma, like products, you know, plate screws. And then they had sports medicine businesses that were focused on soft tissues, but mostly in the knee and the shoulder. And those groups didn't necessarily have a lot of interaction. You know, that was what created the market opportunity for us to come in and say, Hey, we're going to be the world's first, you know, sports ankle company. We had very little direct competition, and we could grow a business when it came time to transact a company. That led to some unique challenges, because for for the aggregators in this space, they had to try and figure out how to get these different business units within their organization to collaborate. And you know, all of the orthopedic companies in the market were configured a little bit differently. So, you know, I think at the end of the day, our ability to focus carefully on one market that really mattered was what helped us navigate that. Because when you have a good business and you're growing well and taking share in a in a really good market, the acquirers will will do the things they need to do to figure that out. If you have a really diffuse business that's sort of in different market verticals, and it's harder to unpack, it's really a lot tougher to get to the finish line.
Adam Wollowick 7:14
For sure, great, great points. And I think, from my perspective, you know, I'm seeing more and more companies come forward that, whether they're calling themselves platform, technology, technologies or, you know, they have complex offerings, they're crossing multiple verticals in a large strategic like like Stryker. And so it creates challenges when we think about deals, whether it's valuation, gaining alignment, getting it across the finish line. And so I think it is something to to watch out for. Certainly, certainly, there was a great strategic fit here, right for both of those businesses. Our sports team focused mainly on hips, shoulders, knees. Needed to have a stronger presence in foot and ankle. Our Foot and Ankle business number one in the marketplace, but didn't have soft tissue offering. So it made, made a ton of sense. So you dealt with us for a couple of years. How did, how did that go? What was it like to engage with a big company like, like Stryker?
Aaron Smith 8:04
Yeah, it was interesting. I mean, I think a recurring theme you'll hear about from us is relationships. You know, part of my bio I that I neglected to mention, was that right medical, the company that became the leader in foot and ankle surgery that I worked for was acquired by Stryker back in, I think 2020, maybe. So my initial contact with Stryker was actually through my former colleagues in the right medical business, who I was very familiar with. They understood very well what I was trying to do in the market. And it started really as just kind of casual interaction. As the discussion picked up momentum, I started to deal more with Adam, more with people in other business units within Stryker. And you know when you kind of go all the way to the end of a deal that eventually turns into big diligence teams with many people across different disciplines within the Stryker organization. So overall, I thought Stryker was very organized for a company of their size. Very professional workforce is extremely competent. Your subject matter experts really do know their stuff, and it can be challenging and sometimes overwhelming for people in small companies to work across to such a big team in such specific areas. No, that's great.
Adam Wollowick 9:22
Thank you. Yeah, I think it's important for people to know that Stryker runs a decentralized business development model. We believe in subject matter expertise, and so we have teams in every one of our business units. They take the deals from sourcing, negotiating all the way up through close and ultimately integration. So when you're looking to deal with Stryker in terms of business development, you've got to work with the BU teams trying to go to the top of the enterprise. Is, frankly not the right, right approach, as Aaron articulated. So Greg, we've, we've, we've kept you pretty quiet up until, till now. So let's bring you into the conversation. Ventana made a made a pretty substantial. Investment in art alone. Tell me. Tell us a little bit about Venus vision, your investment philosophy and so on. Yeah,
Greg Banker 10:08
no, happy to do it through, obviously, the lens art alone. But as I mentioned, you know, pretty stage agnostic. For us, we invest across the whole product life cycle. And so I think what we found attractive about art alone, you know, outside of just being a commercial Stage Company was, really, was a platform technology, you know about technology that potential for tendons and ligaments all over the body, for augmentation. And while that's attractive, you know, I think what was most attractive was, was the focus, is that the company knew exactly what it was going to do and what it wasn't going to do. And specifically, they were laser focused on a foot and ankle market, and even more focused on lateral ankle instability. And so for us, the reason I was attractive is because they were picking an end market that was not only large, but whether it was existing data, both from marolon and from others, that suggest that patients get better outcomes when you augment lateral ankle instability. And so for us, it was sort of a play where we felt like you had a lot of options to control your own destiny. You could build a large market, you know, in a single indication, you could expand broadly in a foot and ankle, and then there was a bigger vision, if the fate determined it, which would be, you could build a large standalone extremities and sports medicine business. And so we were really impressed by the focus, but also impressed, I think, by the optionality as well,
Adam Wollowick 11:18
awesome. So, Aaron, you know, raising money is a grind, right? It's probably the hardest and most significant job of CEO. Tell us about your experience. You obviously were quite successful starting early on and then ultimately to a large VC investment, you know. Tell us a little bit about
Aaron Smith 11:35
that. Yeah. So when I came in 2017 the assets had been acquired by a group of what we'll call angel investors. They were, you know, had pretty deep pockets. They were non specialist investors. They had done some med tech investing before, but it wasn't their main area of focus. It was, this is another area where our ability to focus on a market really helped, because it raising money from angels involves a lot of very discreet discussions because they just don't understand your market, right? So the ability to tell a simple story about your company is, is really, really important there, you know, like a lot of small companies, we did a few rounds that were, you know, kind of in the three to $5 million range, and it went well, but it is full contact. You know, these are investors that like a lot of communication. When you're raising money in smaller amounts, you're raising money more often, right? So you're never really out of that fundraising cycle. You kind of move from one right to the next, and that works pretty well up to a certain size. So, you know, in 2022 we had reached the commercial scale where we knew we needed to raise money in larger amounts. We could have kept going with our Angel Network, but it, it's all I would have been doing, is raising money so we knew he had to go out for for institutional capital. You kind of circled a list of probably 40 VCs that we reached out to, pitched every one you know. From that 40, it became a list of maybe 15, where there was a good overlap between the characteristics of our company and their wheelhouse for investing. That ultimately whittled down to maybe five or six, where there were substantial discussions where we made it through multiple rounds of discussion. We knew there was a fit there. And ultimately, there were three term sheets that came across. And Ben Sana, you know, turned out to be the best partner for us.
Adam Wollowick 13:32
So awesome. So maybe Greg, you could follow up on that. Tell us you know a little bit about your diligence on Narda, on not trying to get too confidential, but you know what, what boxes does? Does a startup need to check in your mind to be considered?
Greg Banker 13:45
Yeah, so, I mean, obviously, just as a commercial Stage Company, some of this will be specific to commercial stage assets. But, you know, everybody wants revenue, but I think once, once you have revenue, you're not selling the dream anymore. You have real metrics and data that people can start to point to. And so you can imagine, our biggest questions were on the commercial foundation. Has this company proven adoption? Have they gone deep, or have they gone wide? Are they just getting utilization with KOLs? Are they actually starting to see adoption and uptake by the broader universe of physicians? And those are important, because it's really sort of a testament of, have they proven the model and with more capital, can they really scale the business? And I think we see all the time, you know, not all revenue is good revenue, and so it's easy to kind of, you know, take revenue when you can get it, but I think to take a really disciplined approach and say, Hey, we're going to really dive deep in a single indication that speaks to the ability to scale. And that's what the team had done there, maybe two of the more qualitative diligence points I'd highlight that I think are really important is for any asset that we look at, we we're going to do our own diligence calls with physicians and KOLs in our network, as well as strategics. And if you're a CEO in the room, I just want to highlight how important I. Those relationships are, because the single best thing a VC can hear when you make those calls is really interesting technology. We really like the team, and we've been really impressed with the progress over time. And so just, I'd give you know, a compliment to Aaron, because those relationships take years to build, but they're really impactful when you start to make those calls. And, you know, the other thing I just highlight is it's a we live in a really small ecosystem. You know, ironically, Adam and I got introduced through a mutual friend in 2023 and he was kind enough to share some perspectives on the foot and ankle market as we were getting up to speed. And so I think just the relationships in our ecosystem are really valuable. And it's just something to always keep in mind is you never know who, who you're gonna be talking to and who might be a diligence phone call for
Adam Wollowick 15:42
you question Aaron, any any interesting dynamics in your kind of negotiations with Vensana or trying to actually get them into to sign on the dotted line, right? That check that you'd point to?
Aaron Smith 15:54
Yeah, I think you know, the things you have to work the hardest for often turn out to be the best, right? And I think as we were going through multiple discussions with different potential investors, I would say ven Sana was very discreet in their analysis of our business. And I would say Greg in particular, he's a he's a data whiz, yeah, he was able to take our our commercial data, and really dive down to understand the dynamics with customer retention and utilization, and, you know, where we were strong, where we were weak, I think, from my team's perspective, that married pretty well with our whole management philosophy. You know, we always felt like we were, first and foremost, a data company, that, you know, we were only as good as we could prove to outside entities. And it was even, you know, so far as a hiring philosophy, with with sales management, you know, they had to be willing to manage by data and to go after attractive targets and be held to those types of metrics. So, you know, it can be a pretty heavy lift to go that level of detail in a small, growing company, but, you know, it really rewarded us pretty well, I think because it was easy to communicate our value to multiple stakeholders. And the ones who understood us the best were were Vensana. And ultimately that led to the partnership,
Adam Wollowick 17:13
fantastic. You know, one of the questions that I get a lot is, you know, what are, what strikers, acquisition criteria, you know, how much revenue, scale, growth rates, margin, etc. And so what I would say about that is we've, we've looked at all of our deals for the last 1015, years, and we've benchmarked them all against each other in a variety of ways. And so we've, we tend to bucket our deals into a couple of big buckets. I'm not going to go into all the details here, but we look at the metrics for that particular category. Obviously, our goal is to grow at the high end of Medtech. We've been pretty public about that, so we look for high growth, but we also look for margin expansion. And so at the end of the day, we look at the financial metrics very carefully and very deliberately, but we also will do strategic deals. Right? It's not just about the numbers, it's about the strategic fit, not only for the enterprise, but also for the particular business unit that's that's focused on that, on that tech. So Aaron, maybe you could tell us a little bit more, you know, in terms of the negotiations with Stryker, right? Big, bad. Stryker, you're a smaller company. You know? What was that like for you? How would you, how would you characterize
Aaron Smith 18:21
them? Yeah, I would say, you know, the deal making process every company and every deal is different, right? And I've been a part of a few of these, both, both on Adam side of the table and on, on my side in this case, which was the sell side. You know, it is hard work. And I think one of the key dynamics is you're in a small company, that it's so critical that you continue to perform, but when you start getting into deal talks, it can become a major distraction, first and foremost, for the CEO, but also for the people on your team that you're relying on to work through The deal. So I think through the process, our negotiations with Stryker were tough, but they were fair. You know, I think both sides fought hard to get what they wanted. When you talk about competition around deals, I think a lot of people think of it like, Ah, we're going to get a banker and have three or four bidders. There's different ways to see competition around the deal. In our case, you know, we had just raised money from Vensana. We were well funded out till 2027 and in theory, out to profitability. So we we weren't in a position where we had to do a deal or had to take a deal being revenue stage. We knew that our value was going to be tied to to our revenue and our growth. So, you know, if we would just continue to invest in our business and grow, then our value would grow in proportion to that. So our negotiating strength was our ability to walk away unless we got a deal that really made sense for our investors. I think on striker side, you guys had a really full pipeline of deals, and I think both sides saw the great. Strategic fit here. I think both sides believed that success was attainable, but we had to work very hard to get to that, you know, that final deal.
Adam Wollowick 20:08
No, no question. You know, from my perspective, sitting across from Aaron and team, it was clear to me that there was a willingness to exit, but they didn't, quote, need to exit, right? They weren't desperate. And, you know, having just raised that money, they were in a more powerful position, frankly, than a lot of the companies that I end up negotiating against. And you could tell that they had power at the negotiating table, and they leveraged it when, when they had to, to to meet the goals and expectations that they they had, had said, and I think is, as Aaron mentioned, you know, in some sense this was, this was a very tough negotiation. We acknowledged it to each other throughout the process, but I think we also thought it was fun in some ways, because we are all moving towards a common goal, and we all share it in the vision of what the collaboration, or ultimate partnership between Stryker and ardalon Could be. If we put these organizations together, we could really do great things so that, like seeing sort of the finish line at the end allowed us to stay focused throughout. You know, there were some interesting issues that came up around deal structure, things like escrow versus reps and warranty insurance specific indemnities and whatnot. But at the end, I think we both, from my perspective, stayed fairly disciplined, and knew what we wanted to accomplish, the levers we were able to pull, and ultimately came to a fair and compromise, a fair compromise that that I think everybody left happy with, which, for those that are kind of negotiation junkies like me, that's always the goal, right? Make it, make it. Win, win. Greg, this kind of brings up an interesting point, I think, from your perspective as the investor, which is you would just put this money in not that long ago. And so it's sort of, do you take a quick exit? Do you wait for perhaps a longer return? You know, a short thing for what may be more risky? How do you How did you view that from your perspective sitting there,
Greg Banker 21:58
yeah, no, it's a great question. Adam, I think we tend to take pretty long time horizons. When we think about an investment, we're planning to hold assets for three to five years, and we have a 10 year fund. And so I have the ability to be flexible as well. And so I think it really, you know, speaks to kind of just aligning incentives. And I, you know, I think as you think about just how we negotiated the financing, in a large part what you're kind of trying to do is, I think a good a good negotiation and a financing kind of both parties are sort of learning together as you kind of test and assess your assumptions on, you know, the probabilities of exit, the valuations that those exits, the capital requirements that might be required to get there. And it's really important, I think, to have those kind of scenario planning discussions up front. Because ideally, you know, you're kind of, you know, you might not have perfect alignment, but you're sort of creating a worldview that you both kind of overlap quite a bit in, and you're ideally sort of structuring a deal that fits that mold. And so, you know, I think because of the discussions we had about, you know, what can an early exit look like? What could a later one, and kind of how we work to get to a deal that would work for everybody, it gave us the flexibility to enter into those discussions. I think all too often we do see, you know, Adam, the thing we've talked about in the past, which is, you have companies where you just raise a lot of money, you raise at a really high valuation, you need to grow into that valuation, right? And so I think it's really important to kind of have those disciplined, objective discussions up front, and do your best to kind of align world views from the beginning. So great.
Adam Wollowick 23:23
So one of the challenges, I think that a lot of startups, founders, CEOs face is managing their board right, whether they're the VCs or angels that came in in the beginning. You know, Aaron, how'd you do that? What were the dynamics like? How hard was that for you?
Aaron Smith 23:37
Yeah, I think one thing you learn is that in the deal making process, all of your prior sins come back to haunt you when you're trying to get alignment from your own stakeholders, right, you know? And in some regard, we were pretty lucky, because our we had been very, very cash efficient, and we had seen a lot of success. So when we started to really get serious about deal talks, we were in a position where all of our stakeholders were going to do pretty well, from first investors in to last investors in. Yeah, I think along the way, some things that helped were when we were raising money in the angel years, we didn't get too far out of our skis on valuation. That's a number that angel investors can really get emotionally tied to and when you're moving through those stages, it can be sort of a meaningless number. I hate to say it, but a lot of those guys are going to come in pro rata in each round, and their their stake in the company may not go up or down very much, but you end up tied to this really high valuation that can preclude getting deals done with venture capital or eventually getting to an exit. So, yeah, we we fought that fight early on every time we raised money to really set a value for the company that we felt was fair and was not going to cause problems for us in the future. And it helped. You know, our board was great. They were even though some of them weren't from med. Tech or device. They had a lot of M and A experience. They had a great finance acumen. You know, one, one of our board members was a venture capital guy that was a personal investor, so he was able to bring a lot of that perspective on how to value the company.
Adam Wollowick 25:15
Yeah, and Greg, maybe you can give us your your take. You know, how involved do you get in these processes as you're sitting on on a board, or does Ventana get, you know? How are you viewing the activities, you know? Do you trust the CEO? Do you leave it to them? Do you get really deep, deep in what are your thoughts?
Greg Banker 25:31
Yeah, no, I'd say, ultimately, we're looking for, you know, a great teammate and a great partner. And, you know, I think as a venture investor, you got to realize there's, there's some things you can help with, there's a lot of things you can't help with, and so you're really, I think, putting a lot of trust and faith in your CEO. And because at the end of the day, you know, strategic interest is great, and that's the goal, but it's also an incredible distraction, right? And so it takes a lot of discipline from a CEO and a management team to kind of really assess that, you know, both within their own lens, but also from the investors lens. And did a great job in that. So,
Adam Wollowick 26:02
fair enough. So Aaron, one thing I've always sort of wondered about, or, you know, from your perspective as a company like art Alon, right? You're on a really nice growth trajectory, but you need money, right, as you've alluded to, and I think sometimes you can take in a bunch of money, where, in fact, you could actually price yourself out of a deal right where your revenue doesn't match the valuation expectations become super high multiples and all that. So from a CEO's perspective, how do you think about that? How do you balance that need to continue to grow, yet at the same time not price yourself out, so to speak, or not put yourself in an adverse position relative to getting a deal done?
Aaron Smith 26:40
Yeah, I think part of it is strategy, and part of it is timing. You know, just to beat my drum on focus again. You know, when you really do one thing and you're trying to be a market leader at it, it's hard to fool yourself into thinking that you're doing better than you are. You really do have to have adoption and show that you're scaling the business in a meaningful way, which keeps you disciplined when it comes to deploying that capital. I think there's a phenomenon with orthopedic companies, where if you look at precedent transactions, you see a lot of deals in the kind of 50 to $250 million range, and then very little, from 250 up to about a billion. And then from a billion up, you start to see these larger, scaled companies transact again. So when you have a growth strategy, it's important to know that crossing that chasm is very expensive, right? You're talking about moving from independent distribution to dedicated, direct sales forces and things that become very capital efficient. And I think that's why a lot of deals get done in that range, because it's a strong motivator. So
Adam Wollowick 27:42
no great point, Greg, you know, we're kind of running out of time here. Time really flies by. But Greg, maybe you can just give a last thought on like, what do you suggest that founders do to ensure that they're set up for success right? As they as they're starting to contemplate exit, obviously, not the early stuff, but you're getting to that point. What do you recommend? What do you tell tell the board and or the CEO,
Greg Banker 28:01
yeah. I mean, I think you have to, you have to assume your fate is going to be a standalone company. And you got to build a foundation that sort of sets you up to be that way. And, but I think at the flip side, how you do that, and the secrets in which you do that is important. And so I think you got to, you know, to your point, and I get over your skis. I think you got to concentrate your investments in kind of the highest ROI activities that's going to be your product portfolio, your clinical evidence. You know, with scale, I think you got to start to acknowledge that some of the things you might have to invest in, quality, systems, manufacturing, you know, a national sales force, you're replicating some of the things that strategics have. And so there's a diminishing return on some of those investments. And sometimes there's a great case to do that. But I just think you have to be mindful about not over spending ahead of that infrastructure, and kind of playing it out as it
Adam Wollowick 28:45
goes awesome. So we've, we've obviously covered a lot of ground here today. You know, I think, look, raising money, getting an exit is hard. There's no, no question about it. And I think Aaron will tell you, as I've learned from him, that, you know, building that business took a lot of work, right? They needed a lot of money to execute the vision, but they they had that vision. And clearly, relationships matter, right, both with the investors that you're trying to get to fund your business, but also with the strategics. We built a relationship over several years to get to the point of ultimately executing the deal. Strategy preparation are absolutely critical here. And from my perspective, I think Aaron was methodical in how he ran art Alon and how he built that business, much to his his credit, bringing all his prior experience, and it was clear, right, both in the results, but also in the infrastructure that was built, which has, frankly, made our integration that much, much easier. And I think it's it's critical to bring that strategy and that preparation to the negotiating table, both with investors as you're trying to land that big VC investment, but also when you're at the table with with strategics. And it's clear that Aaron and team did their homework as. They entered, you know, the negotiating room with us, and we knew they knew what was important to them. And so again, it made the discussions productive. Success requires vision. There's there's no doubt about that either, but you have to execute, right? You can't just have a vision and a strategy. You've got to deliver the results. And AR LAN clearly, clearly did that. And of course, we need to execute on our vision in order to make make this thing a success. So I know it can feel for a lot of the the young companies in the room that like getting the investment and inking a deal is the hard part, but it's what you do after that, once you've got the money in the bank, and for us, once we've actually acquired the company that that matters. It's all about execution. And I think Aaron and Arlan is a great, a great case study of of that, and hopefully for Stryker will be the same. So thanks very much. Hope this was a great, great session. Appreciate you guys, both, both being here.
Aaron Smith 30:53
Thanks.
Adam Wollowick 0:04
Adam, all right, good morning. My name is Adam Wollowick. I am Senior Director of Business Development at Stryker. I focus on mergers and acquisitions external partnerships for our trauma and extremities business. I've been with Stryker for about 10 years a little more. I'm also an advisor to Precision Life Science Partners, an advisory firm focused on early stage Medtech startups, and a mentor at the Endless Frontier labs out of NYU Stern in New York. You know, I think it's pretty rare to have the acquiring company, the founder and CEO of the acquired company and the lead investor all on the stage at the same time to talk about a singular transaction and to give you the diverse perspectives around how the company's growth trajectory and founding began up through the ultimate investment by a significant Venture Capital Group and then ultimately an exit to a large strategic so it's really a, I think, a rare opportunity. And it's, it's, it's incredible to be able to share the stage with with these two guys who have now become good friends. And, you know, we can't tell you everything about the deal, but we hope to be able to tell you you know a good amount, and give you some real insights that will be actionable. So I'll let Aaron and Greg introduce themselves. So Aaron,
Aaron Smith 1:28
yeah, hi. Nice to see you all. Thanks to Adam and the LSI team for letting us do this today. So I've been working in orthopedics and Medtech now for 30 years. Started as an engineering co op in 1994 and just kept on going. Maybe wasn't smart enough to go a different direction. But most recent company was r1 sold to Stryker back in July.
Greg Banker 1:54
Awesome. Well, first, thanks Adam and the LSI team for setting this panel up looking forward to the discussion. Greg banker, I'm a partner with ventsana capital. We're a med device focused venture capital firm. We invest across the product life cycle, everything from development through commercialization, everything in between. And our team spread out between California, Minnesota, where I'm based, and DC.
Adam Wollowick 2:14
Awesome. So before we jump into the details of the deal, maybe I thought we'd start by talking a little bit about the company, its founding. So Aaron, maybe you can spend a couple minutes telling us about us about sort of the the history of art alone. Yeah, sure.
Aaron Smith 2:25
So back in 2003 I came to an orthopedic company called right medical. I had worked for the management team prior to that, and the board had a thesis for the business to be a market leader in extremities, and that was the job that I was brought in to do. I was leading their extremities business unit, spa spent eight years there. Over the course of that time, grew it from about $5 million in legacy revenue to almost 200 when I left in 2011 to go out into the startup world. When I left the company, I was aware of some changes in the market for Foot and Ankle products. You were seeing this big explosion of new companies, new products. There were some pretty big unmet market needs around the ankle, for soft tissue products. I was outside of the sort of core competencies of the orthopedic companies that played there at the time. There were some sports companies that were making entrances into foot and ankle with soft tissue products, but didn't have the wherewithal to really know the market. So that was my direction in the startup world. Ardelon had been a Swedish company that developed the core technology, ran for about 10 years and sadly, went out of business, ran out of cash, closed the doors our US investors, acquired the assets out of bankruptcy in 2014 I came in as CEO in 2017 and really dedicated the technology towards fixing pathologies in the ankle, particularly with ankle instability. So we took an already developed technology and really repackaged it for that group of user needs and indications, and found commercial success pretty quickly. 2020 was the year we launched the products that were kitted and configured for those physicians needs, and sort of took off from there, leading ultimately to the exit with Stryker in 2024
Adam Wollowick 4:19
Yeah, so Stryker got involved in 2021 that was the first time we really interacted with Aaron and his team, and I've been following them along. You know, the I think the launch of those kits was probably the inflection point. You know, foot and ankle surgeons want convenience. They want efficiency. I think our discussions really accelerated in 2023 in the summer, actually, around the time that I came into my role, moving from our spine business to trauma and extremities, and it continued, you know, pretty much at a reasonable pace through 24 when we executed the deal. From strikers perspective, we believe firmly in time over target, as we like to say, right? We spend a lot. Lot of times with companies, getting to know the management team, seeing their growth trajectory and their market uptake, and that's really important to us. So I think for the founders in the room, you know, when you're interacting with companies like us, I think building those relationships, spending time is really, really important. Sometimes we'll spend more than five years with a company, sometimes longer before we'll actually pull the trigger and do do a deal. This one was, was especially unique because there were two Stryker businesses involved, our foot and ankle business, but also our sports medicine business, both which have customers that deal in the soft tissue space. And so that was, was a unique one here, that that I think can is an opportunity, but it's also a challenge. Maybe, Aaron, you can comment a little bit on on the challenges that you saw from your from your perspective, dealing with two
Aaron Smith 5:48
groups. Yeah, I think you characterized it perfectly, because most orthopedic companies were sort of constituted that way. They had foot and ankle business units that were focused on more trauma, like products, you know, plate screws. And then they had sports medicine businesses that were focused on soft tissues, but mostly in the knee and the shoulder. And those groups didn't necessarily have a lot of interaction. You know, that was what created the market opportunity for us to come in and say, Hey, we're going to be the world's first, you know, sports ankle company. We had very little direct competition, and we could grow a business when it came time to transact a company. That led to some unique challenges, because for for the aggregators in this space, they had to try and figure out how to get these different business units within their organization to collaborate. And you know, all of the orthopedic companies in the market were configured a little bit differently. So, you know, I think at the end of the day, our ability to focus carefully on one market that really mattered was what helped us navigate that. Because when you have a good business and you're growing well and taking share in a in a really good market, the acquirers will will do the things they need to do to figure that out. If you have a really diffuse business that's sort of in different market verticals, and it's harder to unpack, it's really a lot tougher to get to the finish line.
Adam Wollowick 7:14
For sure, great, great points. And I think, from my perspective, you know, I'm seeing more and more companies come forward that, whether they're calling themselves platform, technology, technologies or, you know, they have complex offerings, they're crossing multiple verticals in a large strategic like like Stryker. And so it creates challenges when we think about deals, whether it's valuation, gaining alignment, getting it across the finish line. And so I think it is something to to watch out for. Certainly, certainly, there was a great strategic fit here, right for both of those businesses. Our sports team focused mainly on hips, shoulders, knees. Needed to have a stronger presence in foot and ankle. Our Foot and Ankle business number one in the marketplace, but didn't have soft tissue offering. So it made, made a ton of sense. So you dealt with us for a couple of years. How did, how did that go? What was it like to engage with a big company like, like Stryker?
Aaron Smith 8:04
Yeah, it was interesting. I mean, I think a recurring theme you'll hear about from us is relationships. You know, part of my bio I that I neglected to mention, was that right medical, the company that became the leader in foot and ankle surgery that I worked for was acquired by Stryker back in, I think 2020, maybe. So my initial contact with Stryker was actually through my former colleagues in the right medical business, who I was very familiar with. They understood very well what I was trying to do in the market. And it started really as just kind of casual interaction. As the discussion picked up momentum, I started to deal more with Adam, more with people in other business units within Stryker. And you know when you kind of go all the way to the end of a deal that eventually turns into big diligence teams with many people across different disciplines within the Stryker organization. So overall, I thought Stryker was very organized for a company of their size. Very professional workforce is extremely competent. Your subject matter experts really do know their stuff, and it can be challenging and sometimes overwhelming for people in small companies to work across to such a big team in such specific areas. No, that's great.
Adam Wollowick 9:22
Thank you. Yeah, I think it's important for people to know that Stryker runs a decentralized business development model. We believe in subject matter expertise, and so we have teams in every one of our business units. They take the deals from sourcing, negotiating all the way up through close and ultimately integration. So when you're looking to deal with Stryker in terms of business development, you've got to work with the BU teams trying to go to the top of the enterprise. Is, frankly not the right, right approach, as Aaron articulated. So Greg, we've, we've, we've kept you pretty quiet up until, till now. So let's bring you into the conversation. Ventana made a made a pretty substantial. Investment in art alone. Tell me. Tell us a little bit about Venus vision, your investment philosophy and so on. Yeah,
Greg Banker 10:08
no, happy to do it through, obviously, the lens art alone. But as I mentioned, you know, pretty stage agnostic. For us, we invest across the whole product life cycle. And so I think what we found attractive about art alone, you know, outside of just being a commercial Stage Company was, really, was a platform technology, you know about technology that potential for tendons and ligaments all over the body, for augmentation. And while that's attractive, you know, I think what was most attractive was, was the focus, is that the company knew exactly what it was going to do and what it wasn't going to do. And specifically, they were laser focused on a foot and ankle market, and even more focused on lateral ankle instability. And so for us, the reason I was attractive is because they were picking an end market that was not only large, but whether it was existing data, both from marolon and from others, that suggest that patients get better outcomes when you augment lateral ankle instability. And so for us, it was sort of a play where we felt like you had a lot of options to control your own destiny. You could build a large market, you know, in a single indication, you could expand broadly in a foot and ankle, and then there was a bigger vision, if the fate determined it, which would be, you could build a large standalone extremities and sports medicine business. And so we were really impressed by the focus, but also impressed, I think, by the optionality as well,
Adam Wollowick 11:18
awesome. So, Aaron, you know, raising money is a grind, right? It's probably the hardest and most significant job of CEO. Tell us about your experience. You obviously were quite successful starting early on and then ultimately to a large VC investment, you know. Tell us a little bit about
Aaron Smith 11:35
that. Yeah. So when I came in 2017 the assets had been acquired by a group of what we'll call angel investors. They were, you know, had pretty deep pockets. They were non specialist investors. They had done some med tech investing before, but it wasn't their main area of focus. It was, this is another area where our ability to focus on a market really helped, because it raising money from angels involves a lot of very discreet discussions because they just don't understand your market, right? So the ability to tell a simple story about your company is, is really, really important there, you know, like a lot of small companies, we did a few rounds that were, you know, kind of in the three to $5 million range, and it went well, but it is full contact. You know, these are investors that like a lot of communication. When you're raising money in smaller amounts, you're raising money more often, right? So you're never really out of that fundraising cycle. You kind of move from one right to the next, and that works pretty well up to a certain size. So, you know, in 2022 we had reached the commercial scale where we knew we needed to raise money in larger amounts. We could have kept going with our Angel Network, but it, it's all I would have been doing, is raising money so we knew he had to go out for for institutional capital. You kind of circled a list of probably 40 VCs that we reached out to, pitched every one you know. From that 40, it became a list of maybe 15, where there was a good overlap between the characteristics of our company and their wheelhouse for investing. That ultimately whittled down to maybe five or six, where there were substantial discussions where we made it through multiple rounds of discussion. We knew there was a fit there. And ultimately, there were three term sheets that came across. And Ben Sana, you know, turned out to be the best partner for us.
Adam Wollowick 13:32
So awesome. So maybe Greg, you could follow up on that. Tell us you know a little bit about your diligence on Narda, on not trying to get too confidential, but you know what, what boxes does? Does a startup need to check in your mind to be considered?
Greg Banker 13:45
Yeah, so, I mean, obviously, just as a commercial Stage Company, some of this will be specific to commercial stage assets. But, you know, everybody wants revenue, but I think once, once you have revenue, you're not selling the dream anymore. You have real metrics and data that people can start to point to. And so you can imagine, our biggest questions were on the commercial foundation. Has this company proven adoption? Have they gone deep, or have they gone wide? Are they just getting utilization with KOLs? Are they actually starting to see adoption and uptake by the broader universe of physicians? And those are important, because it's really sort of a testament of, have they proven the model and with more capital, can they really scale the business? And I think we see all the time, you know, not all revenue is good revenue, and so it's easy to kind of, you know, take revenue when you can get it, but I think to take a really disciplined approach and say, Hey, we're going to really dive deep in a single indication that speaks to the ability to scale. And that's what the team had done there, maybe two of the more qualitative diligence points I'd highlight that I think are really important is for any asset that we look at, we we're going to do our own diligence calls with physicians and KOLs in our network, as well as strategics. And if you're a CEO in the room, I just want to highlight how important I. Those relationships are, because the single best thing a VC can hear when you make those calls is really interesting technology. We really like the team, and we've been really impressed with the progress over time. And so just, I'd give you know, a compliment to Aaron, because those relationships take years to build, but they're really impactful when you start to make those calls. And, you know, the other thing I just highlight is it's a we live in a really small ecosystem. You know, ironically, Adam and I got introduced through a mutual friend in 2023 and he was kind enough to share some perspectives on the foot and ankle market as we were getting up to speed. And so I think just the relationships in our ecosystem are really valuable. And it's just something to always keep in mind is you never know who, who you're gonna be talking to and who might be a diligence phone call for
Adam Wollowick 15:42
you question Aaron, any any interesting dynamics in your kind of negotiations with Vensana or trying to actually get them into to sign on the dotted line, right? That check that you'd point to?
Aaron Smith 15:54
Yeah, I think you know, the things you have to work the hardest for often turn out to be the best, right? And I think as we were going through multiple discussions with different potential investors, I would say ven Sana was very discreet in their analysis of our business. And I would say Greg in particular, he's a he's a data whiz, yeah, he was able to take our our commercial data, and really dive down to understand the dynamics with customer retention and utilization, and, you know, where we were strong, where we were weak, I think, from my team's perspective, that married pretty well with our whole management philosophy. You know, we always felt like we were, first and foremost, a data company, that, you know, we were only as good as we could prove to outside entities. And it was even, you know, so far as a hiring philosophy, with with sales management, you know, they had to be willing to manage by data and to go after attractive targets and be held to those types of metrics. So, you know, it can be a pretty heavy lift to go that level of detail in a small, growing company, but, you know, it really rewarded us pretty well, I think because it was easy to communicate our value to multiple stakeholders. And the ones who understood us the best were were Vensana. And ultimately that led to the partnership,
Adam Wollowick 17:13
fantastic. You know, one of the questions that I get a lot is, you know, what are, what strikers, acquisition criteria, you know, how much revenue, scale, growth rates, margin, etc. And so what I would say about that is we've, we've looked at all of our deals for the last 1015, years, and we've benchmarked them all against each other in a variety of ways. And so we've, we tend to bucket our deals into a couple of big buckets. I'm not going to go into all the details here, but we look at the metrics for that particular category. Obviously, our goal is to grow at the high end of Medtech. We've been pretty public about that, so we look for high growth, but we also look for margin expansion. And so at the end of the day, we look at the financial metrics very carefully and very deliberately, but we also will do strategic deals. Right? It's not just about the numbers, it's about the strategic fit, not only for the enterprise, but also for the particular business unit that's that's focused on that, on that tech. So Aaron, maybe you could tell us a little bit more, you know, in terms of the negotiations with Stryker, right? Big, bad. Stryker, you're a smaller company. You know? What was that like for you? How would you, how would you characterize
Aaron Smith 18:21
them? Yeah, I would say, you know, the deal making process every company and every deal is different, right? And I've been a part of a few of these, both, both on Adam side of the table and on, on my side in this case, which was the sell side. You know, it is hard work. And I think one of the key dynamics is you're in a small company, that it's so critical that you continue to perform, but when you start getting into deal talks, it can become a major distraction, first and foremost, for the CEO, but also for the people on your team that you're relying on to work through The deal. So I think through the process, our negotiations with Stryker were tough, but they were fair. You know, I think both sides fought hard to get what they wanted. When you talk about competition around deals, I think a lot of people think of it like, Ah, we're going to get a banker and have three or four bidders. There's different ways to see competition around the deal. In our case, you know, we had just raised money from Vensana. We were well funded out till 2027 and in theory, out to profitability. So we we weren't in a position where we had to do a deal or had to take a deal being revenue stage. We knew that our value was going to be tied to to our revenue and our growth. So, you know, if we would just continue to invest in our business and grow, then our value would grow in proportion to that. So our negotiating strength was our ability to walk away unless we got a deal that really made sense for our investors. I think on striker side, you guys had a really full pipeline of deals, and I think both sides saw the great. Strategic fit here. I think both sides believed that success was attainable, but we had to work very hard to get to that, you know, that final deal.
Adam Wollowick 20:08
No, no question. You know, from my perspective, sitting across from Aaron and team, it was clear to me that there was a willingness to exit, but they didn't, quote, need to exit, right? They weren't desperate. And, you know, having just raised that money, they were in a more powerful position, frankly, than a lot of the companies that I end up negotiating against. And you could tell that they had power at the negotiating table, and they leveraged it when, when they had to, to to meet the goals and expectations that they they had, had said, and I think is, as Aaron mentioned, you know, in some sense this was, this was a very tough negotiation. We acknowledged it to each other throughout the process, but I think we also thought it was fun in some ways, because we are all moving towards a common goal, and we all share it in the vision of what the collaboration, or ultimate partnership between Stryker and ardalon Could be. If we put these organizations together, we could really do great things so that, like seeing sort of the finish line at the end allowed us to stay focused throughout. You know, there were some interesting issues that came up around deal structure, things like escrow versus reps and warranty insurance specific indemnities and whatnot. But at the end, I think we both, from my perspective, stayed fairly disciplined, and knew what we wanted to accomplish, the levers we were able to pull, and ultimately came to a fair and compromise, a fair compromise that that I think everybody left happy with, which, for those that are kind of negotiation junkies like me, that's always the goal, right? Make it, make it. Win, win. Greg, this kind of brings up an interesting point, I think, from your perspective as the investor, which is you would just put this money in not that long ago. And so it's sort of, do you take a quick exit? Do you wait for perhaps a longer return? You know, a short thing for what may be more risky? How do you How did you view that from your perspective sitting there,
Greg Banker 21:58
yeah, no, it's a great question. Adam, I think we tend to take pretty long time horizons. When we think about an investment, we're planning to hold assets for three to five years, and we have a 10 year fund. And so I have the ability to be flexible as well. And so I think it really, you know, speaks to kind of just aligning incentives. And I, you know, I think as you think about just how we negotiated the financing, in a large part what you're kind of trying to do is, I think a good a good negotiation and a financing kind of both parties are sort of learning together as you kind of test and assess your assumptions on, you know, the probabilities of exit, the valuations that those exits, the capital requirements that might be required to get there. And it's really important, I think, to have those kind of scenario planning discussions up front. Because ideally, you know, you're kind of, you know, you might not have perfect alignment, but you're sort of creating a worldview that you both kind of overlap quite a bit in, and you're ideally sort of structuring a deal that fits that mold. And so, you know, I think because of the discussions we had about, you know, what can an early exit look like? What could a later one, and kind of how we work to get to a deal that would work for everybody, it gave us the flexibility to enter into those discussions. I think all too often we do see, you know, Adam, the thing we've talked about in the past, which is, you have companies where you just raise a lot of money, you raise at a really high valuation, you need to grow into that valuation, right? And so I think it's really important to kind of have those disciplined, objective discussions up front, and do your best to kind of align world views from the beginning. So great.
Adam Wollowick 23:23
So one of the challenges, I think that a lot of startups, founders, CEOs face is managing their board right, whether they're the VCs or angels that came in in the beginning. You know, Aaron, how'd you do that? What were the dynamics like? How hard was that for you?
Aaron Smith 23:37
Yeah, I think one thing you learn is that in the deal making process, all of your prior sins come back to haunt you when you're trying to get alignment from your own stakeholders, right, you know? And in some regard, we were pretty lucky, because our we had been very, very cash efficient, and we had seen a lot of success. So when we started to really get serious about deal talks, we were in a position where all of our stakeholders were going to do pretty well, from first investors in to last investors in. Yeah, I think along the way, some things that helped were when we were raising money in the angel years, we didn't get too far out of our skis on valuation. That's a number that angel investors can really get emotionally tied to and when you're moving through those stages, it can be sort of a meaningless number. I hate to say it, but a lot of those guys are going to come in pro rata in each round, and their their stake in the company may not go up or down very much, but you end up tied to this really high valuation that can preclude getting deals done with venture capital or eventually getting to an exit. So, yeah, we we fought that fight early on every time we raised money to really set a value for the company that we felt was fair and was not going to cause problems for us in the future. And it helped. You know, our board was great. They were even though some of them weren't from med. Tech or device. They had a lot of M and A experience. They had a great finance acumen. You know, one, one of our board members was a venture capital guy that was a personal investor, so he was able to bring a lot of that perspective on how to value the company.
Adam Wollowick 25:15
Yeah, and Greg, maybe you can give us your your take. You know, how involved do you get in these processes as you're sitting on on a board, or does Ventana get, you know? How are you viewing the activities, you know? Do you trust the CEO? Do you leave it to them? Do you get really deep, deep in what are your thoughts?
Greg Banker 25:31
Yeah, no, I'd say, ultimately, we're looking for, you know, a great teammate and a great partner. And, you know, I think as a venture investor, you got to realize there's, there's some things you can help with, there's a lot of things you can't help with, and so you're really, I think, putting a lot of trust and faith in your CEO. And because at the end of the day, you know, strategic interest is great, and that's the goal, but it's also an incredible distraction, right? And so it takes a lot of discipline from a CEO and a management team to kind of really assess that, you know, both within their own lens, but also from the investors lens. And did a great job in that. So,
Adam Wollowick 26:02
fair enough. So Aaron, one thing I've always sort of wondered about, or, you know, from your perspective as a company like art Alon, right? You're on a really nice growth trajectory, but you need money, right, as you've alluded to, and I think sometimes you can take in a bunch of money, where, in fact, you could actually price yourself out of a deal right where your revenue doesn't match the valuation expectations become super high multiples and all that. So from a CEO's perspective, how do you think about that? How do you balance that need to continue to grow, yet at the same time not price yourself out, so to speak, or not put yourself in an adverse position relative to getting a deal done?
Aaron Smith 26:40
Yeah, I think part of it is strategy, and part of it is timing. You know, just to beat my drum on focus again. You know, when you really do one thing and you're trying to be a market leader at it, it's hard to fool yourself into thinking that you're doing better than you are. You really do have to have adoption and show that you're scaling the business in a meaningful way, which keeps you disciplined when it comes to deploying that capital. I think there's a phenomenon with orthopedic companies, where if you look at precedent transactions, you see a lot of deals in the kind of 50 to $250 million range, and then very little, from 250 up to about a billion. And then from a billion up, you start to see these larger, scaled companies transact again. So when you have a growth strategy, it's important to know that crossing that chasm is very expensive, right? You're talking about moving from independent distribution to dedicated, direct sales forces and things that become very capital efficient. And I think that's why a lot of deals get done in that range, because it's a strong motivator. So
Adam Wollowick 27:42
no great point, Greg, you know, we're kind of running out of time here. Time really flies by. But Greg, maybe you can just give a last thought on like, what do you suggest that founders do to ensure that they're set up for success right? As they as they're starting to contemplate exit, obviously, not the early stuff, but you're getting to that point. What do you recommend? What do you tell tell the board and or the CEO,
Greg Banker 28:01
yeah. I mean, I think you have to, you have to assume your fate is going to be a standalone company. And you got to build a foundation that sort of sets you up to be that way. And, but I think at the flip side, how you do that, and the secrets in which you do that is important. And so I think you got to, you know, to your point, and I get over your skis. I think you got to concentrate your investments in kind of the highest ROI activities that's going to be your product portfolio, your clinical evidence. You know, with scale, I think you got to start to acknowledge that some of the things you might have to invest in, quality, systems, manufacturing, you know, a national sales force, you're replicating some of the things that strategics have. And so there's a diminishing return on some of those investments. And sometimes there's a great case to do that. But I just think you have to be mindful about not over spending ahead of that infrastructure, and kind of playing it out as it
Adam Wollowick 28:45
goes awesome. So we've, we've obviously covered a lot of ground here today. You know, I think, look, raising money, getting an exit is hard. There's no, no question about it. And I think Aaron will tell you, as I've learned from him, that, you know, building that business took a lot of work, right? They needed a lot of money to execute the vision, but they they had that vision. And clearly, relationships matter, right, both with the investors that you're trying to get to fund your business, but also with the strategics. We built a relationship over several years to get to the point of ultimately executing the deal. Strategy preparation are absolutely critical here. And from my perspective, I think Aaron was methodical in how he ran art Alon and how he built that business, much to his his credit, bringing all his prior experience, and it was clear, right, both in the results, but also in the infrastructure that was built, which has, frankly, made our integration that much, much easier. And I think it's it's critical to bring that strategy and that preparation to the negotiating table, both with investors as you're trying to land that big VC investment, but also when you're at the table with with strategics. And it's clear that Aaron and team did their homework as. They entered, you know, the negotiating room with us, and we knew they knew what was important to them. And so again, it made the discussions productive. Success requires vision. There's there's no doubt about that either, but you have to execute, right? You can't just have a vision and a strategy. You've got to deliver the results. And AR LAN clearly, clearly did that. And of course, we need to execute on our vision in order to make make this thing a success. So I know it can feel for a lot of the the young companies in the room that like getting the investment and inking a deal is the hard part, but it's what you do after that, once you've got the money in the bank, and for us, once we've actually acquired the company that that matters. It's all about execution. And I think Aaron and Arlan is a great, a great case study of of that, and hopefully for Stryker will be the same. So thanks very much. Hope this was a great, great session. Appreciate you guys, both, both being here.
Aaron Smith 30:53
Thanks.
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