A Medical Device Daily

Synovis Life Technologies (SLT; St. Paul, Minnesota) reported that it has closed on its previously reported sale of substantially all of the assets of its interventional business to Heraeus Vadnais (Vadnais Heights, Minnesota), and related entities.

"With the completion of this transaction, we can focus our attention and resources on opportunities in the soft tissue repair and other surgical markets," said Richard Kramp, Synovis SLT president/CEO. "We believe there is great potential for biomaterial products based on our Veritas® technology platform and are excited by the array of applications in soft tissue repair and regeneration. Further, we have a direct sales force in place to bring our products whether developed by Synovis or acquired to the surgeons who implant them."

As previously reported, the purchase price for the assets was $29.5 million in cash plus the assumption of certain operating liabilities, subject to a working capital adjustment expected to be finalized in SLT's second quarter. Synovis said it expects to have a pretax gain of about $11 million to $12 million on the transaction, subject to the final determination of the net carrying values of the assets and liabilities transferred.

Heraeus Vadnais specializes in medical components within the Heraeus Group (Hanau, Germany), a global, private company active in the businesses of precious metals, sensors, dental health, quartz glass, and specialty lighting sources.

In other dealmaking news:

  • Roche Holdings (Basel Switzerland) said it was not aware of any applicable antitrust law that would prohibit its $3.4 billion offer for Ventana Medical Systems (Tucson, Arizona), developer of tissue-based cancer diagnostics, and expects to complete the offer on Feb. 7.
    After months of sometimes tense negotiating, Roche finally sweetened its offer for Ventana to $89.50 a share in cash two weeks ago
    Ventana, who felt the original unsolicited $75 a share offer did not reflect its true value, said both boards have approved a merger agreement at the improved offer price and that its board recommends shareholders tender their shares to Roche.
    Greenhill & Co. and Citi acted as financial advisors to Roche and Davis.
    Polk & Wardwell acted as legal counsel.
  • Following a special meeting of shareholders Chad Therapeutics (Chatsworth, California) reported that its shareholders have approved the proposed sale for about $5.25 million in cash of the assets related to the company's oxygen conserving business to Inovo (Naples, Florida), a privately held manufacturer of oxygen regulators and conservers.
    The transaction, which is not subject to regulatory approvals, was approved by more than 70% of the issued and outstanding shares. More than 99% of the shares represented at the special meeting were voted in favor of the proposal. The transaction is expected to close Feb. 15.
    Earl Yager, Chad's president/CEO, said, "We intend to focus our future efforts on the sleep disorder market. We believe that our sleep products offer unique features that can improve the diagnosis and treatment of obstructive sleep apnea. We recently filed an application with the FDA for clearance to begin marketing the first of our sleep products. With additional proprietary products in an advanced stage of development and a roadmap of additional product development opportunities based on our patented technology, we believe we have the opportunity to build Chad's position in this large and growing industry. In addition, we will continue to actively pursue the sale of our trans-filling assets."
    Chad develops respiratory care devices designed to improve the efficiency of oxygen delivery systems for home healthcare and hospital treatment of patients suffering from pulmonary diseases.
  • Private equity firm Goldner Hawn (Minneapolis) reported that it has sponsored a "significant acquisition" by its portfolio company Remmele Engineering (New Brighton, Minnesota). On Jan. 18, Remmele acquired EL-Tronic Precision (Coon Rapids, Minnesota), a provider of engineering and contract manufacturing services to the medical device industry, for an undisclosed sum.
    EL-Tronic, a family-owned company specializing in high-precision machining of metal components, will be operated as a separate subsidiary of Remmele.
    Acquired in 2007 by Goldner Hawn, Remmele designs precision-manufactured components and complex automated assembly systems.
    Bob Lynch, who was president of EL-Tronic, will remain with the company as its general manager. He said that EL-Tronic will continue to operate out of its Coon Rapids facility under the name EL-Tronic, a Remmele Engineering Company. The company said it does not expect significant changes to its day-to-day operations.
    Goldner Hawn investments has total transaction values of nearly $3 billion. It says that its current investment fund, Marathon Fund V, has committed capital of $255 million.
  • Advanced Medical Optics (AMO; Santa Ana, California), a developer of ophthalmic devices and eye care products, reported that it has entered into an agreement with Bausch & Lomb (B&L; Rochester, New York), regarding AMO's U.S. Patent titled "Fluid Management Systems with Vertex Chamber" (Patent No. 6,059,765) and its foreign counterparts, all of which relate to peristaltic pump fluidics used in phacoemulsification systems.
    B&L will pay AMO a royalty under the agreement. The amount of the royalty and other terms of the agreement were not disclosed.
  • RadNet (Los Angeles) a company that provides diagnostic imaging services through a network of owned and operated outpatient imaging centers, reported that it acquired the Rolling Oaks Radiology (Thousand Oaks, California) imaging centers.
    The acquired facilities will add about $9 million of revenue to RadNet on an annualized basis. The purchase price consisted of about $5.9 million in cash and the assumption of about $5.9 million of debt.
    The practice consists of two centers, one of which is a dedicated women's center. The centers are multimodality and include a combination of MRI, CT, PET/CT, mammography, ultrasound and X-ray.
    The Rolling Oaks Medical Group, consisting of five radiologists who staff the two facilities, has been practicing radiology in this medical community for almost 20 years. As part of the transaction, the Rolling Oaks Medical Group has entered into a long-term contract with RadNet, and will continue to provide all radiology services to these two centers as well as to the existing RadNet Westlake/Thousand Oaks facilities on an exclusive basis.