• Angiotech Pharmaceuticals (Vancouver, British Columbia) and Symphony Medical (Laguna Hills, California) reported that they have entered into an exclusive licensing agreement to employ one of Angiotech’s PEG-based biomaterials as part of a prophylactic therapy envisioned to mitigate the onset of post-operative atrial fibrillation (POAF) for patients undergoing coronary artery bypass grafting and cardiac valve surgeries. Angiotech has been granted an equity position in Symphony in exchange for the exclusive license of Angiotech’s technology in the field of POAF. Angiotech also will receive a royalty on end-user product sales should the product receive regulatory approval and is commercialized.
• Avista Capital Partners (New York) reported completing its acquisition of Bristol-Myers Squibb Medical Imaging (BMS-MI; Billerica Massachusetts), a supplier of imaging products for nuclear and ultrasound cardiovascular diagnostic imaging procedures. The $525 million cash deal was first disclosed in December, two weeks after Bristol-Myers Squibb (New York) unveiled a restructuring plan tp cut nearly 4,300 jobs worldwide, one-10th of its workforce; close more than half its manufacturing plants by 2010; and explore selling two other divisions, ConvaTec (Skillman, New Jersey), a wound-care products supplier, and its Mead Johnson Nutritionals (Evansville, Indiana) business. With completion of the transaction BMS MI will operate as an independent company under a new name.
• Boston Scientific (Natick, Massachusetts) said it has completed the sale of its cardiac and vascular surgery business Getinge Group (Stockholm, Sweden) for $750 million in cash. The deal, first disclosed in November, was conditional on the approval of competition authorities concerned. Getinge said it would use the acquisition to establish a base for building a global cardiac surgery business. As part of its plan to “divest non-strategic assets and increase shareholder value,” Boston Scientific reported in August that it wanted to sell its cardiac and vascular surgery units.
• Exactech (Gainsville, Florida), an orthopedic device manufacturer, reported closing on the acquisition of Altiva (Charlotte, North Carolina), a spinal products company. Exactech reported its exercise of its option and execution of a merger agreement to acquire Altiva in December, based on a valuation of $25 million. Exactech’s final payment of $6.7 million was funded through a combination of $5.1 million from its credit line and the issuance of about 75,000 shares of Exactech common stock. Exactech’s final payment of $7 million will consist of a combination of cash and Exactech stock, expected to be funded from its current financing facilities. Altiva will continue to operate from its Charlotte headquarters and maintain separate sales, marketing, engineering and operational functions.
• Greatbatch (Clarence, New York) reported completing its previously reported purchase of P Medical Holding (d.b.a. Precimed; Orvin, Switzerland/Exton, Pennsylvania), a supplier of orthopedic technology, a deal moving Greatbatch into the orthopedics arena. Greatbatch paid roughly CHF 123 million in cash ($125 million) for Precimed’s outstanding shares and will pay additional earnings-based milestones of up to CHF 12 million in 2009. The deal was first disclosed last November. Greatbatch acquired Precimed’s rights and obligations under an agreement to acquire the operations of another company, unnamed, in the orthopedic industry, that transaction expected to close early this year. Greatbatch manufactures medical device components for the cardiac rhythm management, neurostimulation, vascular, orthopedic and interventional radiology markets.
• Lifecore Biomedical (Chaska, Minnesota) said it will be bought by private equity firm Warburg Pincus though a tender offer, followed by a merger, for $17 a share in cash, all told about $239 million. Lifecore said the deal could close by the end of 1Q08. Lifecore makes biomaterials and devices through its two divisions: dental and hyaluronan. Lifecore has 30 days to solicit superior proposals from third parties. If the company accepts another offer, it would have to pay a $1.5 million break-up fee to Warburg. If Lifecore accepts another offer after the 30-day go-shop period ends, there is a $3 million break-up fee.
• Roche (Basel, Switzerland) sweetened its offer for Ventana Medical Systems (Tucson, Arizona) to $89.50 a share in cash and the companies moved closer to completing their oftentimes awkward negotiations begun mid-1970. Ventana had said that the original unsolicited $75-a-share offer did not reflect its true value. amd Ventana shareholders had been cool to Roche’s $75-a-share offer, first disclosed at the end of June. The companies now value the deal at $3.4 billion. The boards of both companies have approved a merger agreement at the improved offer price. The new offer represents a 19.3% premium to Roche’s initial offer on June 27, and a 72.3% premium to Ventana’s closing price on June 22. The companies entered a confidentiality agreement, allowing Roche to begin due diligence and have access to non-public information about Ventana.