A Medical Device Daily
Cordis (Miami Lakes, Florida), a business of Johnson & Johnson (New Brunswick, New Jersey), reported that that it has acquired Ensure Medical (Sunnyvale, California), a privately held company that develops devices for post-catheterization closure of the femoral artery.
As a result of the purchase, J&J said it would incur an estimated one-time after-tax charge of about $52 million (2 cents a share), related to the expensing of in-process R&D. Other terms were not disclosed.
The lead technology from Ensure is a femoral artery closure device (ACD), still investigational, which uses a bioabsorbable polymer to stop bleeding and close the site of an arterial puncture. ACDs are designed to enable expedited closure time and reduce bed-stay when compared to manual compression methods for wound access site closure. Nearly 8 million patients undergo cardiac catheterization procedures annually, according to a statement from Cordis.
“Bioabsorbable wound closure has had a significant impact on patients during post-catheterization recovery. We have seen evidence to indicate that patients may experience less pain and can return to self-sufficiency much sooner,“ said Peter Fitzgerald, MD, PhD, professor of medicine, Stanford University Hospital (Palo Alto, California, California) and a founder of Ensure. “Ensure is excited about working with Cordis to accelerate this new ACD into the market and make a difference for healthcare providers and the patients they treat.“
Cordis said it expects the bioabsorbable ACD to enter clinical trials in early 2007 in order to secure FDA and worldwide approval.
The company said the deal expands its presence on the West Coast, which includes Nitinol Devices and Components (NDC) and the West Coast Innovation Center, a new advanced R&D facility in the San Francisco Bay Area. The development program for the new ACD, NDC and the recently announced West Coast Innovation Center are under the leadership of Cordis' chief technology officer, Campbell Rogers, MD, who joined the company early this month.
Cordis is a developer of interventional cardiac and vascular technology.
Hologic (Bedford, Massachusetts), a provider of imaging and digital imaging systems for women's health, reported completing its acquisition of R2 Technology (Sunnyvale, California), a developer of computer-aided detection (CAD) systems.
Under the agreement first unveiled in April (Medical Device Daily, April 26, 2006), Hologic will pay about $220 million, payable in somewhat more than 4.63 million shares of common stock, the actual number subject to reduction to reflect certain tax withholding obligations. Additionally, about 10% of the shares issued will be held in escrow and subject to forfeiture to satisfy R2 stockholder indemnification obligations.
Jack Cumming, CEO and chairman of Hologic, said, “Our relationship with R2 is about working together . . . to assist physicians in the early detection of breast cancer and lung disease. Combined, our customers have our assurance we will put our full resources behind development of new leading-edge technologies to improve the spectrum of detection capabilities.“
John Pavlidis, president/CEO of R2, said, “We believe Hologic's experience and ability to work with partners to drive the adoption of value-added products in the sales channel will serve as the perfect complement to our technology platform.“
R2 Technology bills itself as the pioneer of CAD for mammography. It says that in 1998 its ImageChecker system became the first CAD system FDA-approved for screening mammography. ImageChecker was also the first system approved for use with digital mammography.
Hologic's core businesses focus on osteoporosis assessment, mammography and breast biopsy, direct-to-digital X-ray for general radiography applications and mini C-arm imaging for orthopedic applications.
In other dealmaking activity, Caliper Life Sciences (Hopkinton, Massachusetts), a provider of products and services for drug discovery research, and Xenogen (Alameda, California), a developer of biophotonic imaging, reported that the registration statement-joint proxy statement for their pending merger has been declared effective by the Securities and Exchange Commission.
The companies will hold separate stockholder meetings on Aug. 9 to approve the merger agreement, in the case of the Xenogen meeting; and to approve the issuance of Caliper securities to the Xenogen stockholders and warrant holders pursuant to the pending merger, in the case of the Caliper meeting.
The deal, valued at $80 million in stock and warrants, was first reported in February (MDD, Feb. 14, 2006). Caliper will issue about 13.2 million common shares and about 5.125 million warrants to purchase Caliper common shares in exchange for Xenogen's outstanding common shares and warrants.
Assuming stockholder approvals, the companies said they expect to complete the merger shortly after the meetings. And, based on this timing, Caliper anticipates 2006 full-year revenue between $110 million and $118 million.
Caliper says its mission is to transform drug discovery and diagnostics by offering an array of products and services for clinical experimentation.
Xenogen provides a suite of biophotonic real-time in vivo imaging and genetic modification technologies for expediting drug discovery and development. Its VivoVision Systems noninvasively illuminate biological processes within living mammals at the molecular level.