Two more companies have filed with the Securities and Exchange Commission (SEC) for proposed initial public offerings (IPOs), adding to a small flood of such filings in the healthcare sector in early 2007.
Noninvasive Medical Technologies (NMT; Las Vegas) and Bioheart (Sunrise, Florida) became the 10th and 11th companies that Medical Device Daily has reported on that have either filed for or priced their IPOs since the beginning of January.
NMT, a developer of non-invasive monitoring technology, said it will sell 1.5 million units, each unit consisting of two shares of common stock, one redeemable Class A warrant and one non-redeemable Class B warrant, each warrant to purchase one share of common stock. The common stock and warrants will be traded only as a unit for at least 30 days following the offering.
If the units sell at the company's projected $10 mid-point, NMT said it expects to raise $12.85 million, and about $14.36 million if the underwriters exercise all of their over-allotments of about 225,000 units.
The company said it intends to use the proceeds to repay outstanding debts; repurchase 2,645,503 shares of its common stock from certain affiliates at an average weighted price of $1.02 a share; launch its sales and marketing program; acquire inventory for sale; conduct R&D; and provide working capital.
Specifically, the company noted that it will use $900,000, about 7% of the expected proceeds, to repay debts which have been guaranteed by its affiliates, and to repurchase shares, which represent about 24.65% of its issued and outstanding common stock, immediately prior to the date of the offering.
NMT, formed in May 2006, has two main products the IQ2 and the ZOE.
The IQ2 is an impedance cardiograph, or ICG, device that uses thoracic electrical bioimpedance to monitor hemodynamics (the blood flow, cardiac output, cardiac index, stroke volume, heart rate and other aspects of left ventricular performance).
The ZOE, a fluid status monitor device, measures hydration in a patient to determine whether the patient is dehydrated or retaining fluids. By quantifying fluid volume status, clinicians can optimize medical regimens and hydration for managing heart failure patients, hypertension patients and ESRD patients, athletes, soldiers or others at risk for severe or recurrent dehydration, the company said.
In the other IPO, Bioheart, which is developing therapies using cells derived from a patient's body, and related devices, for the treatment of heart damage, said it filed a registration statement with the SEC for a proposed IPO, the number of shares to be offered and the price range not yet determined. It said all of the shares will be offered by the company.
Bioheart's lead product candidate is MyoCell, a clinical therapy designed to populate regions of scar tissue within a patient's heart with living muscle tissue for the purpose of improving cardiac function.
The company is currently testing MyoCell for treatment of severe, non-acute damage to the heart in New York Heart Association Class II or Class III heart failure patients.
Bioheart said that BMO Capital Markets will act as sole book-running manager of the proposed offering. Janney Montgomery Scott, and Merriman Curhan Ford & Co. will act as co-lead manager and co-manager of the proposed offering, respectively.
In other financing news:
• Cayenne Medical (Scottsdale, Arizona), a private sports medicine company, reported closing a $12.7 million Series B equity financing led by Split Rock Partners.
Other participating investors include MB Ventures and a group of accredited private individuals. The lead investor of the Series B round was Dave Stassen of Split Rock Partners, who, with Mike Sherman of MB Ventures, has been added to Cayenne Medical's board.
The financing announcement follows FDA clearance for Cayenne's AperFix system for ACL reconstruction. Cayenne said the AperFix enables surgeons to perform a five-minute surgical procedure resulting in total repair of the ACL.
• BioMimetic Therapeutics (Franklin, Tennessee) reported completing a public offering of 3,253,350 shares of its common stock, including 424,350 shares sold upon full exercise of the underwriters' over-allotment options.
Of the shares offered, 2,517,111 were sold by the company, and the remaining 736,239 shares of common stock were sold by selling stockholders. All of the shares were sold for $17.15 a share. BioMimetic did not receive any proceeds from the sale by the selling stockholders.
Deutsche Bank Securities Inc. acted as the sole book-running manager of this offering, Pacific Growth Equities acted as the co-lead manager, and First Albany Capital and A.G. Edwards & Sons were co-managers.
BioMimetic received FDA clearance for its first product, GEM 21S, as a graft material for bone and periodontal regeneration following completion of human clinical trials demonstrating the safety and efficacy of its technology in this indication. The company says it also has ongoing trials for multiple orthopedic bone healing indications.
• Boston Life Sciences (Hopkinton, Massachusetts) reported that it amended and restated unsecured promissory notes in favor of Robert Gipson and Thomas Gipson, stockholders of the company, to increase by $2 million the amount that may be borrowed by the company pursuant to the notes.
The amended and restated promissory note to Robert Gipson replaces the amended unsecured promissory note issued on Aug. 8, 2006, increasing the amount that may be borrowed by the company from $4 million to $5 million. The amended and restated promissory note to Thomas Gipson replaces the unsecured promissory note issued on Oct. 26, 2006, increasing the amount that may be borrowed by the company from $4 million to $5 million.
Boston Life Sciences is engaged in the research and development of diagnostic and therapeutic products for central nervous system disorders.
• Pluristem Life Systems (New York), a cell therapy company developing stem cell products for various indications, reported signing a binding term sheet for a private equity investment of $8 million. The first payment of funds totaling $1.25 million has been received, it said.
The investors will receive Pluristem restricted common stock at a price of $0.0125 a share and a warrant to purchase additional shares at $0.025 a share.
The company said it expects its first products to be cell grafts providing an alternative to the standard procedure of bone marrow transplantation.