A Medical Device Daily

Inverness Medical Innovations (IMA; Waltham, Massachusetts) has filed a registration statement on Form S-4 that includes a preliminary proxy statement for a special meeting of the Matritech (Newton, Massachusetts) stockholders in connection with IMI’s proposed $36 million acquisition of Matritech that was first disclosed in August (Medical Device Daily, Aug. 29, 2007).

As previously disclosed, in connection with this proposed acquisition transaction with IMI, Matritech has agreed to convene a special meeting of its stockholders to vote upon the approval of the asset sale and asset purchase agreement, the dissolution of Matritech and the change of the corporation’s name pending the dissolution.

The asset sale, dissolution and name change are conditioned upon approval by Matritech’s stockholders and the asset sale is further conditioned on the satisfaction of other customary closing conditions, and is expected to close in 4Q07.

Matritech is a developer of protein-based diagnostic products for the early detection of cancer. It is using its patented proteomics technology to develop diagnostics for the detection of a variety of cancers. The company’s first two products, the NMP22 Test Kit and NMP22 BladderChek Test, have been FDA-cleared for the monitoring and diagnosis of bladder cancer. The company has discovered other proteins associated with cervical, breast, prostate, and colon cancer.

In other dealmaking news: Scientific instruments maker PerkinElmer (Waltham, Massachusetts) said it received antitrust clearance for its pending takeover of ViaCell (Cambridge, Massachusetts).

Earlier this month, PerkinElmer began a tender offer to buy the biotech company for $7.25 per share in cash (MDD, Oct. 15, 2007). Based on ViaCell’s 38.8 million outstanding shares as of Aug. 7, the deal is worth about $281.6 million.

On Oct. 1, when the acquisition was first disclosed, PerkinElmer valued it at about $300 million, or $260 million net of cash. The company has said it is buying ViaCell to expand its product line in the neonatal and prenatal markets. ViaCell makes ViaCord, which preserves umbilical cord blood.

The tender offer expires at midnight, EST, Nov. 8.

PerkinElmer provides products and services for the life and analytical sciences, optoelectronics and fluid sciences.