A Medical Device Daily

Hansen Medical (Mountain View, California) a company developing robotic technology for the accurate positioning, manipulation and stable control of catheters and catheter-based technologies, filed a prospectus with the Securities and Exchange Commission for a 6.25 million share initial public offering (IPO) priced at between $11 and $13 a share. If priced at the midpoint, the deal would be valued at $75 million before expenses.

It has also applied to have its common stock approved for quotation on the Nasdaq Global Market under the symbol HNSN.

The company first filed for its IPO back in August but at the time had not determined the actual number of shares and per-share price (Medical Device Daily, Aug. 22, 2006).

The underwriters of the offering will be Morgan Stanley & Co. and JP Morgan Securities as joint bookrunners and co-lead managers, and Thomas Weisel Partners and Leerink Swann & Co. as co-managers.

Hansen Medical believes robots can help doctors take better care of their cardiac patients. The company’s Sensei system, which includes an electromechanical robot, assists in guiding the movement of diagnostic catheters for hard-to-reach places in the heart.

Currently in trials for FDA approval, the Sensei system and Artisan control catheters are designed to help simplify cardiology procedures and decrease treatment time.

Founded in 2002, the company plans to use IPO funds for product development, research, sales and marketing, and administrative activities. Chairman Russell Hirsch owns about 23% of the company through Prospect Venture Partners and affiliates.

In its original filing in August, the company noted that it has experienced substantial net losses since its inception in late 2002. It reported net losses of about $4 million in 2003, $7.1 million in 2004, $21.4 million in 2005 and $11.4 million in the six months ended June 30, and as of June 30, the company had accumulated deficit during the development stage of $44.4 million. The company noted that it anticipates continued losses “for the foreseeable future.”

Global bio-nanotech company pSivida (Perth, Australia) reported that it has signed a non-binding memorandum of understanding (MOU) with Nordic Biotech Advisors. The MOU provides for Nordic Biotech II K/S or affiliates and co-investors (Nordic) to make an A$5.2 million ($4 million) investment in pSivida and an A$28.5 million ($22 million) investment over time in a special purpose vehicle (SPV) to fund the expected amount of pSivida’s portion of costs to develop its lead ophthalmic development product, Medidur,for the treatment of the chronic eye disease diabetic macular edema (DME).

At closing, the company will receive A$6.5 million ($5 million) consisting of the A$5.2 million equity investment and a payment by the SPV to pSivida of A$1.3 million ($1 million). The transaction is subject to completion of due diligence and final documentation.

Upon closing, Nordic will invest A$5.2 million in pSivida by purchasing newly issued shares of preferred stock, convertible into American Depository Shares (ADSs) at $2 a share and will contain anti-dilution protection. pSivida will issue warrants to Nordic with an amount equal to $A2.6 million ($2 million), an exercise price of $2 per ADS and anti-dilution protection. An additional A$4.5 million ($3.5 million) will be invested in the SPV at closing, of which A$1.3 million ($1 million) will be paid to pSivida by the SPV. The remaining A$24 million ($18.5 million) of SPV investment by Nordic will be made in regular installments to fund the expected amount of pSivida’s share of development costs.

PSivida and Alimera Sciences (Alpharetta, Georgia) are currently co-funding the development and will share in the profits of Medidur for DME, currently in Phase III multi-national clinical trials.

After transaction close, the SPV will receive pSivida’s profit share payments under the Alimera co-development agreement and will distribute the payments to Nordic and pSivida. Revenues distributed by the SPV would initially be paid 75% to Nordic and 25% to pSivida, subject to certain adjustments. After cumulative revenues paid to Nordic equal four times their investment in the SPV, the split of revenues will become 50% to both Nordic and pSivida. After cumulative revenues paid to Nordic equal eight times their investment in the SPV, 80% of the SPV revenues will be paid to pSivida and 20% to Nordic.

pSivida’s lead FDA approved ophthalmic product is Retisert for the treatment of uveitis, a leading cause of blindness in the U.S. Medidur essentially differs from Retisert in that it is injected behind the eye in a simple office procedure, whereas Retisert is surgically inserted in a hospital procedure.

In other financing news:

• MedCath (Charlotte, North Carolina) reported completing its public offering of 4.5 million shares of common stock, 1.7 million of which were sold by the company, 2.8 million sold by stockholders, at $25 per share.

The selling stockholders have granted underwriters the right to purchase up to another 675,000 shares at the public offering price. The company did not receive any proceeds from the sale of shares by the selling stockholders.

The company said it plans to use the proceeds from its portion of the offering — roughly $42.5 million before expenses — to pay off part of its senior notes due in 2012, as well as for working capital and other corporate purposes.

Citigroup Global Markets, Wachovia Capital Markets and Deutsche Bank Securities acted as joint book-running managers for the underwritten offering. In addition, Banc of America Securities, Raymond James & Associates, and Stephens Inc. acted as co-managers for the offering.

MedCath is a healthcare provider focused primarily on the diagnosis and treatment of cardiovascular disease.

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