A Medical Device Daily
North American Scientific (NAS; Chatsworth, California) reported that it has completed the previously reported sale of its Nomos Radiation Oncology (Cranberry Township, Pennsylvania) business to privately-held Best Medical International (Springfield, Virginia) for $3.6 million.
"We have successfully closed this transaction in a timely manner and we are now positioned to focus on our core brachytherapy growth strategy," said John Rush, president/CEO of NAS. "With this divestiture complete, we can focus our resources on the commercialization of our ClearPath HDR and ClearPath CR products, which offer innovative therapeutic options to patients suffering from breast cancer, and the continued sales growth of our prostate brachytherapy products. We believe these products will allow us to address an $800 million market opportunity in the U.S. and we are excited to pursue this strategy."
In the deal first disclosed last month (Medical Device Daily, Sept. 13, 2007), Best agreed to purchase the Nomos assets for $500,000 in cash at closing, plus assumption of certain obligations and liabilities, including about $3.1 million of liabilities for warranty and maintenance agreements, as well as the Nomos facility lease in Cranberry Township, Pennsylvania.
NAS acquired Nomos in May 2004 for $60 million in cash and stock (MDD, May 7, 2004)
Medtronic (Minneapolis) and Kyphon (Sunnyvale, California) reported that the German Federal Cartel Office has given its clearance in connection with the previously disclosed $3.9 billion merger agreement between the two companies.
Completion of the transaction, which is expected later this year or in 1Q08, remains subject to obtaining approvals of antitrust authorities in several other jurisdictions, the approval of Kyphon's stockholders and other customary closing conditions.
The merger, which was first disclosed in July (MDD, July 30, 2007), received U.S. antitrust clearance earlier this month (MDD, Sept. 12, 2007).
In other dealmaking news:
• Imaging Diagnostic Systems (IDS; Fort Lauderdale, Florida) a developer of laser optical breast cancer imaging systems, reported the completion of a financing arrangement intended to reduce its dependency on equity financing.
The company has sold its headquarters building for $4.4 million in cash pursuant to a sale/leaseback agreement.
"We are very pleased to have completed this arrangement. IDS is at a critical point in its history; the market has never been more ready for a product like our CT Laser Mammography system [CTLM]," said Tim Hansen, the CEO at IDS. "We have grown to eight sites participating in our U.S. clinical trials, and we may add more to accelerate data collection. We have tapped a cash source at the right time to support the PMA process without diluting our investors with continued drawing on our equity funding agreement. We believe this sale/leaseback move will help keep us financially and strategically poised to advance the PMA process and bring an exciting and revolutionary CTLM breast cancer imaging system to women worldwide."
IDS' CTLM system is a breast imaging system that utilizes continuous wave laser technology and computer algorithms to create 3-D images of the breast.
• In a move to persuade stockholders to vote for its sale, IsoTis (Irvine, California) reported that Institutional Shareholder Services (ISS), a well-known proxy advisor, recommends shareholders support the merger of the company and Integra LifeSciences Holdings (Plainsboro, New Jersey).
IsoTis shareholders will receive $7.25 in cash for each share of IsoTis common stock they own, for a deal value of about $51 million, plus debt to be repaid at closing if the deal is consummated. The deal was first disclosed back in January (MDD, Jan. 31, 2007)
Among the compelling reasons that ISS offered for the sale were the fact the company was faced with the possibility of running out of cash in October and would have faced the distinct possibility of bankruptcy.
"Despite its efforts, the company has been unable to obtain a viable financing alternative and believes it will run out of cash to operate the business in October 2007. The company believes that if the merger is not consummated, the company may be forced to declare bankruptcy that will result in a decrease in the value of its common stock," ISS said.
Integra said the merger will make it one of the largest companies in the world focused on advanced technology in orthobiologics. Its product offerings will include brands, such as Integra Dermal Regeneration Template, DuraGen Dural Graft Matrix, Integra Mozaik Osteoconductive Scaffold, NeuraGen Nerve Guide and the Accell family of demineralized bone matrix products, DynaGraft II and OrthoBlast II.
IsoTis is scheduled to hold its stockholder meeting to vote on the merger on October 11.
IsoTis is an orthobiologics company that develops products for the treatment of musculoskeletal diseases and disorders. IsoTis' current orthobiologics products are bone graft substitutes that promote the regeneration of bone and are used to repair natural, trauma-related and surgically-created defects common in orthopedic procedures, including spinal fusions.
• Global Med Technologies (Denver) reported that its Wyndgate Technologies division has licensed its Safe Trace Tx software to the Cardiovascular Center of Puerto Rico and the Caribbean (CCPRC; Rio Piedras, Puerto Rico) to manage its transfusion service. Terms of the agreement were not disclosed.
SafeTrace Tx is a software product designed to raise the standard of care for patients, improve safety, reduce waste and increase efficiency in the blood transfusion continuum.
CCPRC is the only hospital in the region specializing in the diagnosis, treatment and surgery of cardiovascular conditions. It is also the only institution in Puerto Rico that performs cardiovascular surgery on adults and children, including heart transplant procedures.