A Medical Device Daily

Inverness Medical Innovations (IMI; Waltham, Massachusetts) said it has completed its previously reported planned acquisition of ParadigmHealth (Upper Saddle River, New Jersey), a provider of support technologies and expert coaching to facilitate better health choices for acutely ill and clinically complex patients, including neonatal intensive care and oncology patients.

The transaction was structured as an all-cash deal, with a purchase price of about $230 million. The company is operating profitably and the past 12 months’ revenues totaled about $58.5 million.

IMI was represented by Goodwin, Procter and advised by Covington Associates; ParadigmHealth was represented by Orrick, Herrington and advised by UBS Securities.

IMI is a developer of rapid point-of-care diagnostics.

In other dealmaking activity:

• Edwards Lifesciences, (Irvine, California) a developer in the science of heart valves, reported that it has completed its $27 million acquisition of certain assets of the CardioVations Division of Ethicon (Somerville, New Jersey) that was first disclosed last month (Medical Device Daily, Nov. 6, 2007).

CardioVations’ product line includes the Port-Access products for performing minimally invasive cardiac valve procedures. The line is expected to generate sales of more than $20 million in 2008. It is not expected to have an impact on earnings in 2008 and will be accretive thereafter.

“We are pleased to add CardioVations’ unique products to [our] portfolio of aortic and mitral valve replacement technologies,” said Anita Bessler, Edwards’ corporate vice president, heart valve and cardiac surgery systems. “This complementary product line will give our surgical partners new avenues to optimize patient outcomes.”

• Varian Medical Systems (Palo Alto, California) completed the acquisition of Pan-Pacific Enterprises (Beijing), which it said is one of the largest independent distributors of medical X-ray tubes in China, for the purpose of marketing, sales and distribution of Varian X-ray imaging products in that country.

Varian is acquiring the privately held business for about $2 million in cash plus an additional amount based on achievement of specified milestones. Pan-Pacific has been an independent distributor of imaging components, including Varian X-ray tubes, in China since 1991.

“This acquisition significantly enhances the Varian sales channel for X-ray tubes and flat panel image detectors in China,” said Bob Kluge, president of Varian Medical Systems’ X-Ray Products business. “We intend to grow our X-Ray Products business in China and the experienced Pan-Pacific team will be instrumental in helping us achieve that objective. Our business specializes in delivering cost competitive, high performance components for X-ray imaging and they are well-suited to serve the growing market for high-quality imaging products in China.”

Pan-Pacific Enterprises, which has about 30 employees working at facilities in Beijing and Shanghai, will operate within Varian’s X-Ray Products business segment. Details of the financial transaction are not being disclosed, but Varian said it expects that Pan Pacific acquisition will be about neutral to earnings per diluted share in fiscal 2008.

Varian Medical is a maker of medical devices and software for treating cancer and other medical conditions with radiotherapy, radiosurgery, proton therapy, and brachytherapy.

• Manor Care, (Toledo, Ohio) reported that global private equity firm The Carlyle Group has completed its $6.3 billion acquisition of the company. Manor Care stockholders will receive $67 in cash for each share of common stock owned. The current Manor Care management team, led by President/CEO and Chairman Paul Ormond, will continue to operate the business.

Manor Care also said that a temporary restraining order filed in Michigan has been dissolved (Medical Device Daily, Dec. 26, 2007).

On Oct. 17, Manor Care’s stockholders approved the merger agreement at a special meeting, with more than 99% of shares present voting for approval. The number of shares voting to approve the merger agreement represented more than 76% of the total number of shares outstanding and entitled to vote.

The transaction was originally unveiled in July (MDD, July 6, 2007).

As a result of this transaction, Manor Care stock has ceased trading on the New York Stock Exchange.

Manor Care is a provider of short-term post-acute services and long-term care.

• Quintiles Transnational (Research Triangle Park, North Carolina) reported the formation of a new investor partnership to support the company’s continued growth under the leadership of current CEO/chairman Dennis Gillings, CBE, and the management team. Gillings and global private investment firms Bain Capital and TPG Capital are the lead investors in the partnership, with 3i also becoming a significant investor. Temasek Holdings remains an investor in Quintiles.

As part of the transaction, One Equity Partners (OEP), the private equity arm of JPMorgan Chase, will sell its stake in the company to the new investor partnership. OEP, with Gillings, led the original acquisition of Quintiles along with TPG Capital in September 2003. Terms of the transaction, expected to close in January, were not disclosed, and the company said it is incurring no new debt as a result of the deal.

Quintiles Transnational provides a wide range of professional services in drug development, financial partnering and commercialization for the pharmaceutical, biotechnology and healthcare industries.

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