A Medical Device Daily
Inverness Medical Innovations (IMI; Waltham, Massachusetts) a manufacturer of rapid diagnostic products for the consumer and professional markets, reported that it has acquired 75% of the capital stock of Instant Technologies (Norfolk, Virginia) for $43.7 million to be paid in a ratio of 70% cash and 30% stock.
Instant Technologies distributes rapid drugs-of-abuse diagnostic products used in the workplace, criminal justice and other markets, and bills itself as the largest single distributor for IMI's drugs of abuse testing products.
The agreement includes an option and, in certain circumstances, a requirement for IMI to acquire the remaining portion of Instant based on the achievement of certain financial objectives.
Through the acquisition, Inverness said it recaptures significant margin recognized by Instant on the sale of drugs-of-abuse products manufactured by it.
Instant had revenues in 2006 of about $23 million, about half of which represent its gross margin in excess of IMI's supply costs and will be incremental to IMI's consolidated revenues.
"This transaction not only adds revenues and recaptures margin on our drugs of abuse products, but it gives us direct access to a large new customer base consisting of insurers, major corporations, prisons, law enforcement agencies and other government institutions," said Ron Zwanziger, CEO of IMI. "These customers, who are an important part of the drugs of abuse marketplace, have very different needs than the physicians' offices, laboratories and hospitals who we have traditionally served."
While IMI said it plans to integrate some of its existing drugs-of-abuse functions with those of Instant, it also plans to maintain its existing relationships with its other distributors in this area.
In other dealmaking activity:
• MDS (Mississauga, Ontario), a provider of products and services to the global life sciences markets, reported the initial expiration date for the cash tender offer for outstanding shares of Molecular Devices (Sunnyvale, California) by MDS' subsidiary Monument Acquisition, has been extended until 5 pm EDT, March 19, unless extended. The $615 million cash deal was first disclosed in January (Medical Device Daily, Jan. 30, 2007).
The company said the offer has been extended because certain foreign regulatory conditions necessary to complete the acquisition, which are in process, have not been satisfied.
The Hart Scott Rodino waiting period has been ended, and MDS said it continues to expect the transaction to close within the next several weeks.
MDS also reported that about 14,450,615 shares of Molecular Devices had been validly tendered and not validly withdrawn as of Tuesday, representing about 87% of currently issued and outstanding shares.
Molecular Devices is a supplier of bioanalytical measurement systems designed to accelerate drug discovery and other life sciences research.
• Zevex International (Salt Lake City) reported that its stockholders have voted to approve and adopt the previously disclosed merger agreement with a subsidiary of Moog (East Aurora, New York) at its special meeting of stockholders.
The company also reported that the U.S. antitrust waiting period on the $83.8 million transaction expired on March 3, 2007.
Zevex, being acquired by Moog, said it now expects to complete the proposed merger on Friday. The deal was first disclosed in January (MDD, Jan. 17, 2007).
Zevex, founded in 1986, distributes portable pumps, stationary pumps and disposable sets for the delivery of enteral nutrition for hospital, nursing home and patient home use. The company also produces ultrasonic sensors, optical sensors, ultrasonic surgical handpieces, nutrition infusion, and organ perfusion for organ transport
Moog's systems control military and commercial aircraft, satellites and space vehicles, launch vehicles, missiles, automated industrial machinery and medical equipment.
• Select Medical (Mechanicsburg, Pennsylvania) reported that the U.S. antitrust waiting period for its planned $245 million cash acquisition of the Outpatient Rehabilitation Division of HealthSouth (Birmingham, Alabama) has expired.
The transaction, expected to close in the second quarter, is subject to customary closing conditions.
• Cytyc (Marlborough, Massachusetts) reported that the U.S. antitrust waiting period for its planned $452 million cash acquisition of Adeza Biomedical (Sunnyvale, California) has expired.
Cytyc commenced a tender offer on Feb. 16 for all of the outstanding shares of Adeza common stock for $24 per share in cash. The tender offer is scheduled to expire on March 16.
Cytyc is a provider of surgical and diagnostic products targeting women's health and cancer diagnostics.
Adeza makes products for women's health.