A Medical Device Daily

Endologix (Irvine, California), developer of the Powerlink system for the minimally invasive treatment of abdominal aortic aneurysms (AAA), reported the completion of a previously disclosed registered direct equity placement of 6,061,000 shares of common stock to several institutional investors at $3.30 a share, which resulted in gross proceeds of about $20 million, before deduction of offering fees and expenses of roughly $1.2 million.

The securities were sold in accordance with the company's shelf registration statement. Canaccord Adams acted as the exclusive placement agent for the transaction.

In October 2004, Endologix received approval to market the Powerlink in the U.S. (Medical Device Daily, Nov. 2, 2004).

The overall patient mortality rate for ruptured AAA is about 75%, making it the thirteenth leading cause of death in the U.S.

Systems Xcellence (SXC; Milton, Ontario) reported that it has filed a preliminary short-form prospectus with Canadian securities regulators and a registration statement on Form F-10 with the Securities and Exchange Commission in connection with a proposed public offering of its common shares in Canada and an initial public offering (IPO) of its common shares in the U.S.

In connection with the offering, the company has applied to have its common shares listed on the Nasdaq National Market under the symbol SXCI. The company's common shares will also continue to trade on the Toronto Stock Exchange under the symbol SXC.

The company said it will sell 3.2 million common shares in the U.S. and Canada to raise gross proceeds of more than $50 million. The company said it also intends to grant underwriters an option to purchase up to another 480,000 common shares to cover any over-allotments.

The company said it will use net proceeds from the offering to retire its existing credit facility, the remainder to be used for acquisitions, working capital and general corporate purposes.

The company has also filed articles of amendment to consolidate its common shares on the basis that each four outstanding common shares became one post-consolidation common share.

In connection with the filing of the preliminary short form prospectus, SXC has amended and re-filed its audited consolidated financial statements for the year ended Dec. 31, 2005, to give effect to the share consolidation and to provide a reconciliation of significant differences between accounting principles generally accepted in Canada and the U.S.

UBS Investment Bank will act as book running manager for the offering, and the underwriting syndicate will also include JP Morgan, William Blair & Co., SunTrust Robinson Humphrey, Sprott Securities, Orion Securities and Clarus Securities.

SXC provides healthcare information technology solutions and services to the benefits management industry, its offerings combining a range of software applications, application service provider (ASP) processing services and professional services, designed for many of the largest organizations in the pharma supply chain.

In other financing activity:

• Acusphere (Watertown, Massachusetts) reported entering into an agreement to license on a non-exclusive basis various ultrasound-related intellectual property from GE Healthcare (Waukesha, Wisconsin).

Acusphere paid GE Healthcare $5 million at signing and will pay GE Healthcare $5 million at the one-year anniversary of the agreement, $5 million upon commercial approval (defined as the first to occur of an NDA in the U.S. or an MAA in Europe) of AI-700, and $5 million at the one year anniversary of such commercial approval.

The agreement provides Acusphere with use of GE's ultrasound contrast agent patents in combination with Acusphere's lead product candidate AI-700 in the field of ultrasound contrast agents, as well as any patents that GE acquires in the field within 12 months of the agreement. The term of the accord extends until expiration of the last of the patents licensed under the agreement.

Acusphere is developing AI-700, currently in Phase III clinical trials, as an ultrasound contrast agent to support the assessment of myocardial perfusion, an indication for which it said no contrast agent is currently approved.

“This agreement reflects our confidence in the commercial prospects of AI-700 and we remain convinced that AI-700 has the potential to deliver substantial cost and convenience benefits to millions of individuals who are screened for coronary heart disease each year,” said Sherri Oberg, president and CEO of Acusphere.

Acusphere is a specialty pharmaceutical company that develops new drugs and improved formulations of existing drugs using its microparticle technology. Acusphere's three initial product candidates are designed to address large unmet clinical needs within cardiology, oncology and asthma.

Acusphere's lead product candidate, AI-700, is a cardiovascular drug in Phase III clinical development. AI-700 is designed to enable ultrasound to compete more effectively with nuclear stress testing, the leading procedure for detecting coronary heart disease. An estimated 11.9 million procedures are done each year in the U.S. to detect coronary heart disease.

• Millipore (Billerica, Massachusetts) reported that it will offer $550 million aggregate principal amount of convertible senior notes, due 2026, to qualified institutional buyers.

The company said it will grant initial purchasers a 13-day option to purchase up to an additional $82.5 million of the convertible senior notes to cover over-allotments. The notes will be convertible into a combination of cash and Millipore common stock.

Millipore said it expects to use net proceeds from the offering of the notes to fund a portion of the merger consideration payable in connection with consummation of its $1.4 billion acquisition of Serologicals (Norcross, Georgia), which it reported in April (Medical Device Daily, April, 26, 2006).

Any remaining proceeds will be added to Millipore's working capital and will be used for general corporate purposes.

• Amphion Innovations (New York), a developer of technology and life sciences businesses, has signed a memorandum of understanding with Myconostica which grants Amphion an exclusivity period in which to agree final terms on an investment in Myconostica as its next partner company.

Myconostica is a spin out of the University of Manchester (Manchester, UK), with links to other research institutions in the U.S. and Europe. It is developing products focused on faster, cost-effective diagnosis of infectious diseases.

“In partnership with Amphion, this company will become a leading supplier of a new generation of diagnostic tools that will provide more accurate diagnosis and in a fraction of the time currently required,” said Amphion CEO Richard Morgan.

No Comments