A Medical Device Daily
LifeWatch (Buffalo Grove, Illinois) reported that it has filed a registration statement with the Securities and Exchange Commission for a proposed initial public offering of its common stock up to a maximum aggregate of $86.25 million.
All of the shares of common stock will be newly issued shares offered by the company. The number of shares to be offered and the price range on the proposed offering have not yet been determined.
LifeWatch said it plans to use the proceeds to repay about $27.6 million of its outstanding debt, to launch and market services for the LifeStar ACT cardiac event monitoring device and for other corporate purposes.
It is expected that LifeWatch’s parent company, Card Guard (Rehovot, Israel), through its subsidiaries, will continue to be the majority stockholder of LifeWatch after completion of the offering.
Cowen and Co., Jefferies & Co., and Piper Jaffray & Co. will act as joint bookrunning managers of the proposed offering.
LifeWatch is an independent provider of ambulatory cardiac monitoring services and a manufacturer and distributor of ambulatory cardiac monitoring devices in the U.S. Its current services are used by physicians in the U.S. primarily to monitor electrocardiographic data for patients who are suspected of having heart rhythm disorders, or cardiac arrhythmias, and its products are used by itself and by others in connection with providing cardiac monitoring services.
MEDecision (Wayne, Pennsylvania), a provider of software, services and clinical content to healthcare payers, reported the pricing of its IPO of 4.7 million shares at $10 a share, 3.3 million of which are being sold by the company and the remainder by selling shareholders.
The selling shareholders have granted the underwriters an option to purchase up to another 705,000 share to cover any over-allotments. MEDecision will not receive any proceeds from the sale of shares by the selling shareholders. The offering is expected to close Dec. 18.
MEDecision, which provides healthcare payer organizations with software, services and clinical content, said it intends to use the proceeds from the offering to fund a mandatory payment of about $9.5 million to Series B and C convertible preferred shareholders, and the remaining balance will be used for general corporate purposes, including working capital needs.
Cowen and Co. acted as sole bookrunning manager of the offering, CIBC World Markets acted as co-lead manager and Pacific Growth Equities acted as co-manager.
The company’s stock will trade on the Nasdaq Global Market under the symbol MEDE.
In other financing activity:
• Community Health Systems (CHS; Franklin, Tennessee) reported that its board has approved a new open market share repurchase program for up to 5 million shares of its common stock.
The repurchase program succeeds an existing repurchase program for up to 5 million shares of the company’s common stock, initiated Jan. 13 and concluded Nov. 8, when the number of shares of repurchased stock equaled 5 million.
The total cost of purchases (including commissions) associated with that program was $176.32 million of which 1.18 million shares at an aggregate cost of $38.65 million were repurchased in 4Q06.
The new repurchase program began on Wednesday and will terminate on the earlier to occur of the purchase of an aggregate of 5 million shares stock not to exceed total purchases of $200 million, or Dec. 12, 2009.
The company said it had about 95 million shares outstanding as of Dec. 13.
CHS also reported the approval of amendments to the existing $1.63 billion credit facility. The amendments add an incremental term loan facility in the amount of $400 million with a maturity of February 2012, and also refresh the thresholds of the negative covenants and the prepayment requirements under the credit facility. The incremental term loan facility has been funded and the proceeds were used to repay amounts outstanding under the credit facility’s revolving credit facility, which may be redrawn to fund general corporate purposes including the acquisition and other capital needs of the company and its subsidiaries, and the balance will be used for general corporate purposes. The credit facility’s accordion feature allowing an additional $400 million in new debt remains in place.
The credit facility is syndicated with a group of lenders led by J. P. Morgan Securities and Banc of America Securities as joint bookrunners and joint lead arrangers, and Wachovia Bank, National Association, as syndication agent.
CHS is an operator of general acute care hospitals in non-urban communities throughout the country. Through its subsidiaries, the company currently owns, leases or operates 77 hospitals in 21 states.
• BioMed Realty Trust (San Diego) reported that, in connection with the recently completed offering of $175 million aggregate principal amount of 4.50% exchangeable senior notes due 2026 (inclusive of a $25 million over-allotment option) by its operating partnership, BioMed Realty, L.P., BioMed Realty Trust intends to file with a resale registration statement with the SEC on or around Jan. 5, 2007.