A Medical Device Daily

United Surgical Partners International (USPI; Dallas) reported its intention to issue up to $240 million principal amount of senior subordinated notes, due 2017, and $240 million principal amount of senior subordinated toggle notes, due 2017.

The net proceeds of the offering will be used to provide a portion of the funds necessary to finance USPI's previously disclosed $1.8 billion merger with an affiliate of Welsh, Carson, Anderson & Stowe (New York) (Medical Device Daily, Jan. 9, 2007), refinance certain existing debt of USPI and pay related fees and expenses.

The simultaneous completion of the merger is one of the conditions to the offering.

USPI, which currently has ownership interests in or operates 148 surgical facilities, said it anticipates that it will complete the offering this month.

In other financing activity:

Beckman Coulter (Fullerton, California) reported additional details regarding its financing strategy for the proposed $1.55 billion acquisition of Biosite (San Diego), a biomedical company commercializing proteomics discoveries for the advancement of medical diagnosis (MDD, March 27, 2007).

Upon the change of control, all of Biosite's stock options will vest and are expected to be converted into Beckman Coulter stock options with an equivalent value. This non-cash portion of the transaction represents about $200 million of the purchase price.

"We plan to put our permanent financing for the Biosite acquisition in place soon after the closing of the tender offer," said Charlie Slacik, senior VP and CFO of Beckman Coulter. "We expect that about half of the permanent financing will consist of convertible notes with the balance of the purchase price composed of straight debt. In order to counter the dilutive effect of the converted stock options, we will consider re-purchasing up to $200 million of Beckman Coulter common stock in conjunction with the issuance of convertible notes.

"Our permanent financing plans, including any re-purchase of Beckman Coulter stock, are subject to the approval of Beckman Coulter's board of directors."

Further details about the financing will be provided following the close of the cash tender offer, the company said.

Beckman Coulter develops products designed to simplify and automate complex biomedical tests.