A Medical Device Daily

Paramount Acquisition (New York) reported that its stockholders have approved the acquisition of all of the issued and outstanding stock of Chem Rx (Long Beach, California) at a special meeting. The transaction is expected to close by Friday.

Of the 11,091,153 Paramount common shares of stock that were voted at the special meeting (about 93.2% of the shares entitled to vote on the transaction), about 87.3% of the shares voted in favor of the acqusition. A total of 697,085 shares issued in Paramount’s initial public offering voted against the transaction, with 637,075 electing to convert their shares into a pro rata portion of the IPO trust account.

Paramount stockholders also approved certain changes to its certificate of incorporation relating to the transaction, including changing the company’s name to Chem Rx Corp. upon the closing of the transaction. Paramount’s stockholders also approved its 2007 incentive compensation plan.

The acquisition was first disclosed in September (Medical Device Daily, Sept. 13, 2007).

Chem RX, a provider of prescription and non-prescription drugs, intravenous medications, durable medical equipment items and surgical supplies, serves the New York City area, as well as parts of New Jersey, upstate New York, and Pennsylvania.

Paramount, an affiliate of Paramount BioSciences, is an acquisition corporation formed to effect a merger, capital stock exchange, asset acquisition or other business combination with a business in the healthcare industry. It raised proceeds of a $53 million through its initial public offering in October 2005 and exercise of the over-allotment option.

In other dealmaking news:

• Sagemark Companies (New York) reported that Premier Oncology of New Jersey, owned by Premier Oncology, Sagemark’s subsidiary, has entered into a joint venture (j-v) with Saint Clare’s Hospital (Dover, New Jersey) to establish a radiation therapy center to be located on the campus of Saint Clare’s Hospital.

Advanced Radiation Therapy will feature a TomoTherapy Hi-Art system, an advanced radiation therapy cancer treatment system, which will complement Saint Clare’s Cancer Care.

Saint Clare’s Hospital will manage the operations of the center and will own 51% of the venture. The radiation therapy center is expected to open next spring, subject to certain terms and provisions of the j-v agreements.

Saint Clare’s Hospital is part of the Saint Clare’s Health System, northwest New Jersey’s largest community healthcare system, which recently entered an agreement to become a member of Catholic Health Initiatives (CHI).

Sagemark owns, operates and administers out-patient medical diagnostic imaging centers that use PET, and PET and PET/CT equipment.

• National Health Investors (NHI; Murfreesboro, Tennessee) reported that consistent, it said, with “its fiduciary duties and responsibilities” and after extensive review, a special committee of its board has decided to cease negotiations with third parties concerning sale of the company. It terminated engagement of the Blackstone Group as its financial advisor, and dissolved the special committee.

The special committee said it believes that the current credit market makes it disadvantageous for any sale of the entire company at a reasonable valuation. The company said it may continue the strategic alternative review process.

NHI finances healthcare real estate via first mortgage and purchase and leaseback transactions.