A Medical Device Daily
Nanogen (San Diego), a developer of molecular and rapid diagnostic products, said that on July 2 Nanogen and its subsidiaries Epoch BioSciences and Nanotronics completed their sale of substantially all of their assets to Financi re Elitech SAS and its designee DxCon in a sale conducted under the provisions of Section 363 of the U.S. Bankruptcy Code and approved by the U.S. Bankruptcy Court for the District of Delaware on June 24. The aggregate gross purchase price for the sale is $25,685,000.
Elitech said it plans to operate the Nanogen molecular diagnostics business including Nanogen Advance Diagnostics (Italy) and the Bothell, Washington units. DxCon will operate the rapid diagnostics business based out of San Diego.
Management of Nanogen believes that there will be no value for common stockholders of Nanogen in the bankruptcy liquidation process.
In other dealmaking activity:
• ICU Medical (San Clemente, California), a maker of safe medical connectors, custom medical products and critical care devices, said it has agreed to acquire the commercial rights and physical assets of Hospira's (Lake Forest, Illinois) critical care product line for about $35 million in cash. The acquisition is expected to close in 3Q09.
In 2005 Hospira and ICU entered a development agreement for Hospira's critical care product line. As part of that agreement, ICU also purchased Hospira's Salt Lake City facility where the majority of its critical care products are made. Upon completion of the acquisition, ICU will gain complete control of Hospira's critical care product line and acquire the commercial rights to the products.
ICU said it expects the acquisition to be accretive to its earnings in 2009.
• Life Sciences Research (LSR; East Millstone, New Jersey) said it has agreed to be acquired by Lion Holdings, an entity controlled by LSR's CEO/chairman Andrew Baker for $8.50 a share in cash. Baker beneficially owns roughly 17.5% of the outstanding shares of LSR.
LSR stockholders, other than Baker and his affiliates, will receive $8.50 in cash for each outstanding share of LSR common stock, representing a premium of about 77% over LSR's closing share price of $4.79 on March 3, the last trading day prior to public announcement of Baker's initial March 3 proposal to acquire the company for $7.50 a share. The $8.50 a share purchase price also represents a premium of 13% over Baker's initial proposal, and a premium of 18% over LSR's closing share price of $7.18 on July 8, the last full trading day prior to the announcement. The deal is expected to close in 4Q09.
• ICON (Dublin), a global provider of outsourced development services to the medical device and other industries, said it has acquired Veeda Laboratories (Oxford, UK), a subsidiary of Veeda Clinical Research Group. Veeda Laboratories is a specialist provider of biomarker laboratory services to global pharmaceutical and biotechnology industries.