A Medical Device Daily
MEDecision (Wayne, Pennsylvania), a provider of collaborative healthcare management solutions, said it has agreed to be acquired by Health Care Service Corp. (HCSC), which operates Blue Cross/Blue Shield plans in Illinois, New Mexico, Oklahoma and Texas.
HCSC will buy all of the outstanding shares of MEDecision common stock for $7 a share in cash. The deal is valued at about $121 million, including consideration paid to holders of outstanding options and warrants.
MEDecision said it would continue to pursue development and implementation of its Alineo and Nexalign collaborative healthcare management solutions.
The boards of both companies have unanimously approved the deal. Additionally, holders of roughly 45% of the outstanding MEDecision common stock have entered into agreements with HCSC to vote in favor of the transaction. Closing is expected late in the third quarter or early in the fourth quarter, subject to approval by MEDecision shareholders and customary regulatory and other conditions.
Lazard advised MEDecision on the transaction.
"This transaction will deliver substantial current value to our shareholders and is a significant milestone for MEDecision and a very positive step forward in our evolution as a company," said David St. Clair, MEDecision founder and CEO. "It underscores the strength of our collaborative healthcare management solutions, Alineo and Nexalign. It also validates our vision of the healthcare industry and will enable us to further expand our technology development and strengthen our focus on customer service and satisfaction."
HCSC is an independent licensee of the Blue Cross and Blue Shield Association.
In other dealmaking activity:
• bioMérieux (Marcy L'Etoile, France), a maker of in vitro diagnostics, has agreed to acquire the privately held AB Biodisk (Stockholm, Sweden), an in vitro diagnostics company with facilities for R&D, manufacturing and marketing. This is bioMérieux's fourth acquisition in less than two years, the company noted.
Founded more than 40 years ago, following research by Hans Ericsson, professor of microbiology at the Karolinska Institute, AB Biodisk is internationally recognized for its antimicrobial resistance testing range and particular expertise in susceptibility testing of fastidious and unusual organisms, according to bioMérieux.
The company's leading product line, Etest, is used to determine the exact Minimum Inhibitory Concentration (MIC) of antibiotics, antifungal agents and antimycobacterial agents. Particularly rapid and easy to use, it has become a reference in microbiology laboratories, with over 100 antibiotics available in the range.
The AB Biodisk product portfolio complements bioMérieux's culture media and automated VITEK range for antibiotic susceptibility testing, the company said. The addition of the Etest will bring patients and customers a high-medical-value test result for critical infections and critical patient treatment, where a precise MIC valuation is needed. The AB Biodisk product range will also be an asset for use in pharmaceutical companies' new drug development, boosting bioMérieux's theranostics business.
bioMérieux bought BTF Precise Microbiology (Sydney, Australia) last fall (Medical Device Daily, Sept. 17, 2007), about a year after it acquired microbiology firm Bacterial Barcodes (Athens, Georgia) (MDD, Sept. 20, 2006). In April 2007 the company acquired the Spanish firm Biomedics (Madrid, Spain), a specialist in the production of culture media.
AB Biodisk has 53 employees. Its 2007 sales totaled more than €13 million and it is "very profitable," according to bioMérieux. AB Biodisk products are mainly sold through distributors, with the exception of Sweden and the U.S. where sales are direct. bioMérieux will sell the company's products under the bioMérieux brand through its global network in 150 countries, expanding its international footprint.
Financial terms of the deal were not disclosed.
bioMérieux's products are used for diagnosing infectious diseases and providing high medical value results for cardiovascular emergencies and cancer screening and monitoring.
• The TriZetto Group (Newport Beach, California) said that ISS Governance Services has published its report recommending that TriZetto stockholders vote for the proposal to approve and adopt the agreement and plan of merger with Apax Partners, a private equity firm with $35 billion in funds under advice, at the company's stockholder meeting June 30.
The deal was first disclosed in April (MDD, April 14, 2008).
ISS, a unit of RiskMetrics Group, is an independent proxy advisory firm. TriZetto provides information technology solutions that enable payers and other constituents in the healthcare supply chain to improve the coordination of benefits and care for healthcare consumers.
• Contracted Services (St. Petersburg, Florida) said it intends to acquire the product lines of Medical Check In Systems (also St. Petersburg), a maker of touch screen sign in systems to replace the traditional sign in sheet at a physician office or clinic.
Contracted Services already has the exclusive contract to manufacture the entire product line but will now own the technology, rights and current marketing assets in exchange for receivables. Anticipating a large business-to-business market, Contracted Services already has partnered with Pioneer Electronics (Tokyo) to produce the systems and said it intends to market the product lines worldwide.