A Medical Device Daily

Orthopedic products company Encore Medical (Austin, Texas) reported that it had commenced a cash tender offer to purchase any and all of the outstanding 9.75% senior subordinated notes due 2012 of Encore Medical IHC, and a related consent solicitation to amend the indenture pursuant to which the notes were issued.

The tender offer and consent solicitation are being made in connection with Encore’s previously disclosed agreement to merge with an affiliate of the Blackstone Group for $870 million and become a private company (Medical Device Daily, July 6, 2006).

The consent solicitation will expire on Oct. 26, unless extended or amended by Encore. The tender offer will expire on Nov. 9 unless extended or earlier terminated.

Encore has retained Banc of America Securities to act as the dealer manager for the tender offer and solicitation agent for the consent solicitation.

In other financing activity:

• Five Star Quality Care (Newton, Massachusetts) reported the pricing of an offering of $110 million of convertible senior notes due 2026.

The offering was increased from the previously reported $80 million because of investor demand. The initial purchasers hold a 30-day option to purchase up to an additional $16.5 million of the notes to cover any over-allotments.

The notes will bear interest at a rate of 3.75% per year and will be convertible into shares of Five Star’s common stock at an initial conversion rate, subject to adjustment, of 76.9231 shares per $1,000 principal amount of notes, which represents an initial conversion price of about $13 per share. The sale of these notes is expected to close on Oct. 17.

Five Star said it expects to use the net proceeds from the offering of the notes for general business purposes, including possible future acquisitions.

• eHealth (Mountain View, California), an Internet marketer of health insurance products, reported the pricing of its initial public offering of 5 million shares of common stock at $14 a share. eHealth also has granted the underwriters a 30-day option to purchase up to 750,000 additional shares.

eHealth’s common stock will be listed on the Nasdaq Global Market under the symbol EHTH.

Morgan Stanley & Co. and Merrill Lynch & Co. acted as joint book-running managers for the offering. In addition, Thomas Weisel Partners and JMP Securities acted as co-managers for the offering.