Bio-Imaging Technologies (Newtown, Pennsylvania), a provider of global clinical data service, reported that it has acquired privately held Phoenix Data Systems (King of Prussia, Pennsylvania), a clinical data services provider of electronic data capture (EDC) services and a line of interoperable eClinical data solutions to the pharmaceutical, biotech and medical device industries.
Bio-Imaging, which says it assists clients in the design and management of the medical imaging component of clinical trials, said the acquisition is a cash/stock transaction valued at $24 million, payable at closing: $7 million in cash and 2,287,582 shares of Bio-Imaging stock valued at $17 million.
Together the companies said they will offer a broader set of clinical trial services to its pharma and biotech customers. The companies said that the global EDC services market is increasing rapidly and within five years is expected to increase Bio-Imaging's addressable market in the clinical trials space to more than $1 billion.
Founded in 1997, Phoenix delivers EDC series through a combination of electronic data capture, interactive voice response, reporting and data management, designed to streamline the clinical research process by providing early visibility to clinical research data.
"The acquisition of Phoenix Data Systems greatly expands our ability to manage a variety of digital data from clinical trials," said Mark Weinstein, Bio-Imaging's CEO during a conference call. "We see this as a very logical extension of our core offerings in the image management market."
Weinstein said the acquisition also gives the company" an entrée into a very large and growing space intimately related to our areas of expertise," in the EDC market.
Dr. David Nowicki, chairman of Bio-Imaging, said that a key factor fueling growth in the EDC market is"the coming regulatory demand for electronic submission of a standardized data structure and code set for a variety of FDA submissions."
Phoenix says it generated $12 million of revenue and an operating profit in 2007. The acquisition is expected to be accretive to Bio-Imaging's diluted EPS for FY08.
Phoenix will retain its name and continue to be managed by its president, Dr. William Claypool. The company's 127 employees will join Bio-Imaging to form a new division of its clinical trials services business.
Based on the inclusion of the Phoenix financial results from the acquisition date through the end of the year, Bio-Imaging is revising its full year 2008 guidance to service revenue in the range of $52 million-$55 million and fully diluted EPS in the range of 22 cents to 24 cents.
Crosstree Capital Partners acted as Phoenix's financial advisor in the transaction.
In other dealmaking news:
• E-Z-EM (Lake Success, New York) reported that its stockholders voted to adopt an agreement for acquisition of the company by Bracco Diagnostics (Princeton, New Jersey), the U.S.-based subsidiary of Bracco Imaging and part of the Bracco Group (both Milan, Italy) at a special meeting last week.
The number of shares voting to adopt the merger agreement represents about 69.1% of the total number of shares outstanding and entitled to vote, E-Z-EM said.
The proposed merger, valued at $21 a share, about $241 million, was first disclosed last October. It is expected to close on or about April 1.
E-Z-EM manufactures contrast agents for gastrointestinal radiology.
• Pentax Medical (Montvale, New Jersey), a maker of medical imaging technology, reported that through its parent company Pentax (Toyko) it is nearing completion of a long-anticipated merger with Hoya (Toyko).
The merger intent, reported in December 2006, was finally agreed to by both Hoya and Pentax on Oct. 29, 2007, and will become effective March 31.
Pentax, including the Pentax Medical division, will become a consolidated subsidiary of Hoya
"The medical field is essential to Hoya growth, said Hoya CEO Hiroshi Suzuki."From this viewpoint, we found Pentax, who boasts superior technologies related to medical equipment."
Pentax Medical develops video and fiber endoscopy equipment and computer technology/imaging products for diagnostic, therapeutic and research in the gastrointestinal, ear, nose and throat and pulmonary fields.