• BG Medicine (Waltham, Massachusetts) and ACS Biomarker (Maastricht, the Netherlands) reported an agreement in which BG obtained rights to develop a clinical diagnostic test for acute atherothrombosis based on a biomarker discovered by the Cardiovascular Research Institute Maastricht (CARIM). ACS granted BG exclusive, worldwide commercial rights to pursue development and regulatory approval of diagnostic tests based on the biomarker discovered by CARIM, in exchange for milestones, royalties and sublicensing income of any products commercialized under the license. The test that BG plans to develop will use the biomarker discovered by CARIM to identify plaque rupture in patients early, for instance, when the blockage is temporary or not complete and has not yet caused the common signs and symptoms of heart attack or stroke. The test will aid in diagnosis of less severe or transient conditions such as transient ischemic attacks (TIAs). The test may also provide reliable data in the early hours following a heart attack when current tests are not reliable. ACS, a company that was formed with technology licensed from the University of Maastricht and other parties, was founded to develop and commercialize cardiovascular biomarkers discovered at CARIM. In May 2007, BG acquired the exclusive rights to develop and commercialize diagnostic tests for congestive heart failure based on certain, other biomarkers that it licensed from ACS.
• Medrad (Warrendale, Pennsylvania), a subsidiary of Bayer HealthCare (Leverkusen, Germany), has agreed to buy Possis Medical (Minneapolis) in a cash tender offer for $19.50 a share. The deal is valued at about $361 million.. Possis said its board has unanimously approved the transaction and recommends the offer to its shareholders. The deal is set to close later this quarter. The tender offer is to be followed by a second-step merger in which any untendered Possis shares would be converted into the right to receive the same price per share as shareholders who tendered in the cash offer. During a conference call, Jules Fisher, CFO of Possis, said the company believes the offer price is "very fair," with Medrad "paying 4.2 times our estimated 2008 sales." Medrad provides contrast injection systems used to diagnose cardiovascular and other diseases. Possis provides mechanical thrombectomy devices used to treat narrowed or blocked arteries and veins. "Both companies are developing fluid under pressure for different applications," Bob Dutcher, president/CEO of Possis, told call listeners Monday. "They deliver a dye under high pressure so that they can take pictures and see what's going on inside the body. Once they discover that there is a problem, such as an obstruction in the body, we go in and use a technology that involves high-pressure fluids, but we use it to remove the obstruction within the body." Dutcher said Medrad would enable Possis to broaden its geographic reach without adding infrastructure. He noted that only 3% of Possis' sales are international, whereas Medrad's are strong "around the world so that offers some opportunity for our products." Dutcher said he anticipated "minimal changes to both organizations." Possis posted revenues of $67 million and employed about 280 people for its fiscal year ending July 31, 2007.
• Merit Medical Systems (South Jordan, Utah), a manufacturer of disposable devices used primarily in cardiology and radiology procedures, reported completing two transactions. It finalized a term sheet to acquire cardiac and peripheral catheter platform assets from Micrus Endovascular (San Jose, California). Additionally, the company entered into an agreement with Timothy Clark, MD, to acquire intellectual property rights relating to U.S. Patent #7,087,060, "Methods for Obtaining Hemostasis of Percutaneous Wounds." "The closing of these two transactions adds important know-how for new product opportunities in areas not currently being offered by Merit," said Fred Lampropoulos, Merit's CEO/chairman. "Both transactions will assist Merit in broadening our technology base. Merit is a developer of disposable medical devices used in interventional and diagnostic procedures, particularly in cardiology and radiology.
• Mindray Medical International (Shenshen, China) has agreed to acquire Datascope's (Montvale, New Jersey) patient monitoring business for $202 million in cash. Datascope will retain about $38 million of receivables generated by the business. During a conference call, Xu Hang, Mindray's co-CEO and chairman called it a "landmark deal," allowing Mindray to "overnight, dramatically, expand our on-the-ground presence in the U.S. and Europe." He said the acquisition would create the third-largest player in the global patient monitoring device industry. Datascope's patient monitoring business brought in revenues of $161.3 million in 2007, roughly the same revenues generated from Mindray's home China market. The deal is expected to close in 2Q08. "We are confident that this deal will create excellent value for our shareholders, the customers of both companies, and the patients who will ultimately benefit from greater access to the highest quality, most affordable, medical devices anywhere," Hang said. Mindray's CFO, Joyce I-Yin Hsu, said that the deal includes Datascope's patient monitoring business, its manufacturing facility in Mahway, New Jersey, trademarks, its global technology services business associated with the patient monitoring business, its direct sales force, intellectual property, and its Netherlands warehouse facility. In addition to broadening Mindray's international presence and increasing its U.S. operational footprint, Hsu said the deal is expected to increase Mindray's 2007 revenue base by more than 50%. "We have acquired a strong and well-known brand name in the U.S. and Europe," she said. "Under the current licensing deal we can continue to use [Datascope's] brand until 2015." Hsu added that Mindray expects to achieve about $30 million in "run rate synergies" within three years of the acquisition. She also told listeners that the companies have a five-year history of working together. "This is a market that in the U.S. is growing about 2% to 3% a year. Datascope, however, has been growing at much faster rates, given its strong presence in the higher-growth areas such as the 300-bed and below, small hospital and surgery centers." Hsu said. Li Xiting, Mindray's president/co-CEO, said that the company does not have any plans to move the manufacturing to Asia. "The current manufacturing base which we will be purchasing as part of this transaction in Mahway, New Jersey is going to be a very important strategic base for our global business going forward," he said. David Gibson, Datascope's VP and president of its patient monitoring and technology services divisions, will serve as the president of Mindray's Datascope patient monitoring business unit. Currently, the majority of Datascope's patient monitoring revenue is generated from sales in North America, with the remainder from markets largely in Europe. "This is an exceptional fit of complementary assets in the patient monitoring industry. Datascope's strength in direct sales to under-300 bed hospitals, its leading market share in key niche areas, and direct sales and service team in the United States and Europe offer immediate cross-selling opportunities for Mindray's high performance-to-price medical imaging systems," Xiting said. "Also, by leveraging Mindray's China-based R&D, we are positioned to tailor existing Datascope models for new markets and enhance product functionality." He said the combined company would have leading market share in ambulatory surgery centers, the hospital anesthesia market and the vital signs monitoring market as well as "significant strength" in centralized monitoring systems. With the acquisition, Mindray will have about 4,100 employees, including about 440 Datascope employees.
• Nfocus Neuromedical (Palo Alto, California) acquired StarFire Medical (Plymouth, Minnesota), a maker of therapeutic implantable devices for minimally invasive treatment of neurovascular disease. Nfocus, which was formed last year via the merger of CardioVasc (Menlo Park, California) and Acta Vascular Systems (Santa Clara, California), did not disclose financial details. The assets acquired include products such as detachable and non-detachable silicone balloons, both of which have been cleared for marketing by the FDA and through CE marking in Europe. The acquisition also included other neurovascular devices and intellectual property. The remaining StarFire IP is focused on advanced intracranial aneurysm treatment devices that are in development.