A Medical Device Daily

Lumenis (Yokneam, Israel), a manufacturer of laser, light- and radiofrequency-based devices for medical, aesthetic, ophthalmic, dental and veterinary applications, said it has signed an agreement with LM Partners and Ofer Hi-Tech Group for an investment of $120 million in exchange for newly issued common shares.

LM Partners, led by Harel Beit-On, and Ofer Hi-Tech, led by Ehud Angel, are private equity firms based in Israel with several equity investments in global companies.

In connection with, and as a condition to closing of the transactions contemplated by the purchase agreement, the company has entered into an agreement with Bank Hapoalim to restructure its estimated $205 million outstanding debt.

From the time of closing, through the end of 24 months post-closing, the amount of the debt net of all post-closing loan repayments of $80 million and write-offs of $50 million will be about $75 million, based on current debt level.

"These agreements represent major milestones for Lumenis and completes the final element critical to our turnaround plan for the company," said Avner Raz, Lumenis president/CEO.

"Both the debt load from the past and the heavy burden of bringing current our financial reporting have limited our ability to invest in growth activities. Closing this transaction will provide us with approximately $80 million in cash that can be deployed to accelerate new product development and to improve our supply chain in order to enhance customer service. Also, we will have deleveraged our balance sheet and restructured our remaining debt to a manageable and less costly level. We have plans ready for many new initiatives in each of our product segments and are excited to be able to launch these initiatives in the markets we serve," Raz said.

Upon shareholder approval, Beit-On will become Lumenis' chairman. Yoav Doppelt, Ofer Hi-Tech's CEO, will join Lumenis' board following shareholder approval.

LM Partners and Ofer Hi-Tech will purchase $120 million in ordinary shares at a price per share of $1.0722 representing about a 75% interest in the company following closing.

Diomed Holdings (Andover, Massachusetts), developer of the EndoVenous Laser Treatment (EVLT) for varicose veins, reported completing a $10 million private placement of a new series preferred stock, initially disclosed July 27 (Medical Device Daily, July 28, 2006).

New investors paid $10.01 million for a new series of preferred stock, and all holders of outstanding shares of preferred stock tendered their preferred shares for shares of the new series of stock.

The shares of the new preferred stock purchased for cash are exchangeable into about 8.7 million shares of Diomed's common stock, resulting in a price of $1.15 per common share.

The shares of the new preferred stock issued in exchange for roughly 4 million shares of outstanding preferred stock tendered by the preferred stockholders are exchangeable into about 8.7 million shares of Diomed common stock. Prior to the exchange, the old preferred shares were exchangeable by their terms into an aggregate of approximately 4 million shares of Diomed's common stock.

"Under this most recent financing, we have been able to eliminate the existing dividend, strengthen our balance sheet, and simplify our financial structure," said David Swank, Diomed CFO.

"The completion of this financing maintains our ability to drive the growth of our business and to continue to vigorously enforce our intellectual property rights. This is especially important as we begin the final phase of litigation to protect our '777 EVLT® patent," added James Wylie, Diomed CEO.

In other financing news, etrials Worldwide (Morrisville, North Carolina), an eClinical software and services company, reported that its board has authorized the repurchase of up to $1 million of the company's common stock.

The repurchase program is effective immediately and will allow etrials to repurchase its shares in accordance with the requirements of the Securities and Exchange Commission on the open market, in block trades and in privately negotiated transactions, depending on market conditions and other factors. Purchases may be commenced, suspended, or discontinued at any time.

The company said the repurchase program will be funded using a modest amount of its working capital. As of Sept. 30, etrials had about 12.4 million shares of common stock outstanding.

etrials Worldwide, offers pharmaceutical, biotechnology and contract research organizations worldwide a suite of technology-based tools including electronic data capture, electronic patient diaries, interactive voice response and reporting.

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