A Medical Device Daily
Clinical diagnostics company Dade Behring Holdings (Deerfield, Illinois) reported that its board of directors has approved an expansion of the company’s stock repurchase plan by authorizing the company to purchase an incremental five million shares of common stock.
This authorization follows two prior authorizations of five million shares each, the first in April 2005 and the second in February 2006.
During the last 17 months, the company has repurchased 9.7 million shares, or about 11% of the diluted number of shares outstanding, of which 2.7 million shares were purchased in October and November of this year.
As of Nov. 30, there were 5.3 million shares available for repurchase under the plan, including the newly authorized shares. The company said it anticipates both a year-end and ongoing net debt level of about $500 million.
“With our second expansion of the company’s stock repurchase plan this year, and with our aggressive level of share repurchases in the last two months, the board of directors has underscored its confidence in the company’s future capabilities and attractive growth opportunities,” said Jim Reid-Anderson, Dade Behring’s chairman, president/CEO. “Our capital allocation ensures that the company can continue to fund investments in new products and initiatives key to its business strategy, and further enhance returns for our shareholders through stock repurchases.”
Angiotech Pharmaceuticals (Vancouver, British Columbia) reported that it has priced its previously disclosed offering of $325 million in aggregate principal amount of senior floating rate notes due 2013.
The offering is being made in a private placement and is expected to close on Dec. 11, subject to the satisfaction of closing conditions.
The notes will bear interest at an annual rate of LIBOR plus 3.75% and will rank equally in right of payment to all of the company’s existing and future senior indebtedness.
The company said the net proceeds of the offering, plus cash on hand, will be used to repay the outstanding principal amount under the company’s senior secured term loan facility. The company intends to terminate its existing revolving credit facility when it repays its senior secured term loan facility.
In other financing news:
• Neoprobe (Dublin, Ohio), a developer of oncology and cardiovascular surgical and diagnostic products, reported that it had completed negotiations for the elimination of certain note covenants and the modification of the maturity of the notes with Great Point Partners, the holder of $8 million in secured notes that were originally due on Dec. 13, 2008.
Great Point has agreed to eliminate the revenue and cash covenants that were in the original notes through the remaining term of the notes. In exchange for the elimination of the note covenants, Great Point will receive an increased annual interest rate of 12%. Under the terms of the amended agreement, Neoprobe gains the option of repaying the notes early without penalty but will be required to pay a portion of proceeds from certain transactions, such as equity raises, to the note holders.
Great Point will retain the option to convert its notes into Neoprobe common shares at a fixed conversion price of 40 cents per share but has waived anti-dilution rights under the notes. Additionally, the parties agreed to modify the repayment schedule to include periodic repayments over the course of 2007 and 2008, and to extend the final maturity of the notes to Jan. 7, 2009.
David Bupp, Neoprobe’ President and CEO, said, “The elimination of the key note covenants, the relief from anti-dilution protection and the ability of the company to retire the notes without any prepayment penalty provides Neoprobe with considerable flexibility to manage its capital structure going forward, all without any incremental dilution to the shareholders of Neoprobe.”
• Advanced Magnetics (Cambridge, Massachusetts) reported its intention to publicly offer 1.95 million shares of its common stock pursuant to an effective shelf registration statement in an underwritten public offering.
The company said it intends to grant the underwriters a 30-day option to purchase up to an additional 292,500 shares of common stock. All of the shares are being offered by Advanced Magnetics.
Morgan Stanley & Co. is acting as the sole book-running manager for the offering. UBS Securities is acting as joint lead manager for the offering. Jefferies & Co. and ThinkEquity Partners are acting as co-managers for the offering.
Advanced Magnetics is a developer of superparamagnetic iron oxide nanoparticles used in pharmaceutical products. Its nanoparticle technology is used in therapeutic iron compounds to treat anemia, as well as imaging agents to aid in the diagnosis of cancer and cardiovascular disease