{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-22-311072","form_type":"8-K","ticker":"JNJ","cik":"0000200406","company_name":"JOHNSON & JOHNSON","filed_at":"2022-12-22T23:59:59+00:00","discovered_at":"2026-05-14T18:03:53.066733+00:00","generated_at":"2026-06-21T00:22:56.771309+00:00","sec_items":["1.01","2.01","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"JNJ completes $16.6B acquisition of Abiomed; $380/sh + CVR up to $35/sh","bullets":["Tender offer expired with ~57.1% of shares tendered; all conditions satisfied.","Abiomed will operate as a standalone business within JNJ's MedTech segment.","Transaction expected slightly dilutive to neutral to adjusted EPS in year one, accretive by $0.05 in 2024.","Abiomed common stock ceased trading on NASDAQ upon completion."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-22-311072","json":"https://secwatch.observer/filing/0001193125-22-311072.json","markdown":"https://secwatch.observer/filing/0001193125-22-311072.md","text":"https://secwatch.observer/filing/0001193125-22-311072.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/200406/000119312522311072/0001193125-22-311072-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/200406/000119312522311072/d428734d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-21T00:22:56.771309+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"e45195e69f6e5a03b9deec283d2ecff5fc731cf2","claim":"JOHNSON & JOHNSON completed an acquisition involving ABIOMED for approximately $17.1 billion (closed 2022-12-22).","evidence_excerpt":"in each case, multiplied by the number of Shares underlying such ABIOMED RSU. The aggregate amount paid by Purchaser in the Offer and the Merger for the Shares was approximately $17.1 billion, excluding related fees and expenses. Johnson & Johnson and Purchaser funded the acquisition of the Shares in the Offer and the Merger through a combination of Johnson &","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/200406/000119312522311072/0001193125-22-311072-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"ABIOMED"},{"label":"Consideration","value":"approximately $17.1 billion"},{"label":"Closing","value":"2022-12-22"}],"fact_type":"ma_transaction"},{"claim_id":"34bdfa7007f677c24146a701de59c3c69f6a21ee","claim":"JOHNSON & JOHNSON entered into Contingent Value Rights Agreement with American Stock Transfer & Trust Company, LLC valued at Each CVR represents the non-tradeable contractual right to receive contingent cash payments of up to (effective 2022-12-22).","evidence_excerpt":"on December 22, 2022, Johnson & Johnson and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, entered into a Contingent Value Rights Agreement (the “ CVR Agreement ”) governing the terms of the CVRs (as defined below) issued pursuant to the Offer and the Merger (as defined below).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/200406/000119312522311072/0001193125-22-311072-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"American Stock Transfer & Trust Company, LLC"},{"label":"Value","value":"Each CVR represents the non-tradeable contractual right to receive contingent cash payments of up to"},{"label":"Effective","value":"2022-12-22"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}