A Medical Device Daily
A number of med-tech firms were busy in large financing and refinancing activities this week.
Boston Scientific (Natick, Massachusetts) reported the pricing of a public offering of $1.2 billion of its senior notes under the company's existing shelf registration statement. The offering consists of $600 million of 6% notes due June 15, 2011, and $600 million of 6.40% notes, due June 15, 2016.
The company expects to receive the offering proceeds upon closing tomorrow, subject to standard conditions. The company said it plans to use the net proceeds for general corporate purposes, including to fund taxes payable relative to Guidant 's asset sale to Abbott Laboratories (Abbott Park, Illinois) and to repay about $350 million in outstanding borrowings under the company's credit and security facility secured by the company's U.S. trade receivables.
• Charles River Laboratories (Wilmington, Massachusetts) reported the pricing of $300 million principal amount of convertible senior notes, due 2013, in an offering to institutional buyers.
The notes will pay interest semiannually at a rate of 2.25% per annum and in certain circumstances may be convertible into cash up to the principal amount and any conversion value above the principal amount may be convertible, at the option of Charles River, into cash, shares of Charles River common stock or a combination of cash and Charles River common stock.
Charles River estimates the net proceeds from this offering will be about $293 million. In It also granted the initial purchasers an option to purchase up to $50 million principal amount of additional notes to cover over-allotments.
Charles River said it will use a portion of the net proceeds, any exercise of over-allotment purchases, to repurchase around $150 million or more of its common stock. In addition, it will to use a portion of the net proceeds to pay the net cost of the convertible note hedge and warrant transactions that it expects to enter into with the offering.
The remainder, it said, will be used for general corporate purposes.
• Millipore (Billerica, Massachusetts) reported the pricing of an offering of $550 million of convertible senior notes, due 2026. The initial purchasers hold a 13-day option to purchase up to an additional $82.5 million of the notes to cover over-allotments.
The notes will bear interest at a rate of 3.75% per year, convertible into cash and shares of Millipore's common stock at an initial conversion rate, subject to adjustment, of 11.0485 shares per $1,000 principal amount of notes. Sale of the notes is expected to close June 13.
Millipore said it will use the net proceeds of the offering to fund a portion of the merger consideration payable in connection with the consummation of its acquisition of Serologicals (Norcross, Georgia), reported April 25. Any remaining proceeds will be added to Millipore's working capital for general corporate purposes.
• Sequenom (San Diego), a developer of genetic analysis systems, reported the closing of its $33 million private placement financing with four institutional investors. The investment included the sale and issuance of 19,999,998 shares of common stock and warrants to purchase an additional 11,999,999 shares of common stock.
The investors were Pequot Private Equity Fund IV, ComVest Investment Partners II, LB I Group (an affiliate of Lehman Brothers), and Siemens Venture Capital.
“The financing provides Sequenom and its customers, collaborators, employees and shareholders with a solid foundation on which the company can grow its core business, unlock the potential of its non-invasive prenatal diagnostics technology, and provide genetic analysis solutions more broadly and on an accelerated timetable,” said Harry Stylli, PhD, president and CEO of Sequenom.
Net proceeds from this financing will be used for general working capital purposes and executing new management strategies in noninvasive prenatal diagnostics, according to the company. The private placement was approved by stockholders at the company's annual meeting held on May 31, 2006.
Sequenom is a developer of genetic analysis products that translate genomic science into solutions for noninvasive prenatal testing, biomedical research, molecular medicine and agricultural applications.
• Advanced Medical Optics (AMO; Santa Ana, California) reported that it will offer about $450 million of convertible senior subordinated notes, due 2026, plus up to an additional $50 million of notes subject to the initial purchasers' option.
AMO said it will use the proceeds, and borrowings under its senior credit facility, to purchase $500 million worth of shares of its stock, as well as to purchase up to $100 million of its outstanding convertible notes through privately negotiated repurchases.
• Ideal Image Development (Tampa, Florida), a provider of laser hair removal services, reported securing $16 million in equity and debt financing.
The financing was led by H.I.G. Capital, and Craig Burson and Brian Schwartz of H.I.G. will join the company's board. ORIX Venture Finance provided the venture debt financing in this transaction.
Ideal provides its services at 60 clinics, either open or “in the process of opening,” and says it is targeting 100 locations by the end of the year.
• Sybron Dental Specialties (Newport Beach, California) reported terms of its previously reported tender offer and consent solicitation for $150 million of 8-1/8% senior subordinated notes. In addition, the company announced that as of 5 p.m., EST, on June 6, the deadline for holders to tender their notes in order to receive the consent payment in connection with the offer, it had received tenders and consents from holders of $148.4 million of the notes, representing about 98.9% of the total outstanding principal amount of the notes.
The consideration for each $1,000 principal amount of notes tendered and not withdrawn before the deadline is $1,062.44, including a consent payment of $30 per $1,000 principal amount of notes. Holders whose notes are validly tendered and not withdrawn on or before the deadline and accepted for purchase by the company will receive accrued and unpaid interest on the notes up to, but not including, the payment date for the offer on June 21.
Holders whose notes are tendered after the consent payment deadline, but on or prior to midnight, EST, on June 20, and accepted for purchase by the company, will receive the tender offer consideration of $1,032.44 per $1,000 principal amount of notes tendered.
Sybron Dental, a subsidiary of Danaher (Washington), manufactures dental products, including the markets of orthodontics, endodontics and implantology, and a variety of infection prevention products for use by the medical profession.
• AMICAS (Boston), a leader in radiology and medical image and information management solutions, reported that it has repurchased 2,279,250 shares of its common stock at $3.50 pursuant to a trading plan approved by its board.
On May 6, 2005, the company announced that its Board of Directors had authorized the repurchase of up to $15 million of the company's common stock from time to time in open market or privately negotiated transactions.
This plan also allows us the flexibility to repurchase shares when the company may otherwise be precluded from doing so under insider trading laws,” said Stephen Kahane, MD, CEO and chairman.
Amicas manufactures Vision Series products, offering an end-to-end solution for imaging centers, ambulatory care facilities, and radiology practices.