A Medical Device Daily

Rochester Medical (Stewartville, Minnesota) reported closing its previously disclosed transactions in connection with the Coloplast (Humlebaek, Denmark) $463 million acquisition of Mentor 's (Santa Barbara, California) Surgical Urology and Clinical and Consumer Healthcare business segments which closed on Monday (Medical Device Daily, June 6, 2006).

Rochester has acquired certain assets of Coloplast and Mentor related to sales of Male External Catheters (MECs) in the UK.

The assets include Clear Advantage, Freedom, Freedom Plus, and Transfix brands of MECs. They also include Mentor's UK Dispensing Appliance Contractor License and its sales offices and warehouse facility in Lancing, UK. The recently formed Rochester Medical now owns, staffs, and operates the facility.

Rochester also entered into a global supply agreement under which it will supply silicone MECs to Coloplast to be sold under Coloplast's brands worldwide, except in the UK. Coloplast will supply the company with its requirements of latex MECs which Rochester now sells in the UK under its newly acquired Freedom and Freedom Plus brands.

The company also acquired certain operating assets of Mentor's Anoka, Minnesota, silicone male external catheter manufacturing facility. Mentor has conveyed to Rochester all intellectual property related to the manufacturing and sale of silicone MECs at the Anoka facility.

Rochester and Coloplast also entered into a cross license agreement related to certain patents held by each company in order, they said, to avoid future infringement claims by either party.

Rochester develops latex-free disposable medical catheters and devices for urological and continence care applications.

Empire Investment Holdings (Miami), a firm focused on the acquisition and strategic management of corporate divestitures, reported signing an agreement to acquire the off-site surgical reprocessing division (Syossett, New York), formerly known as MSI Medical Sterilization, of SSI Surgical Services (Orlando, Florida). The business reprocesses reusable surgical instruments to hospitals and surgery centers on a daily basis. Terms of the transaction were not disclosed.

“We see the medical services industry as having long-term growth trends, which fits perfectly with our philosophy of taking a long-term view with our investments,” said David Alfonso, Empire's CEO and chairman.

“Our off-site surgical reprocessing division is no longer a strategic fit with the future direction of our business, and our board feels that it will be better positioned in the hands of an organization such as Empire that wants to grow the business,” said Chris Tihansky, SSI's president and CEO.

This acquisition adds a work force of about 70 employees, and a 50,000-square-foot reprocessing facility to Empire's portfolio. The new company will operate as a stand-alone entity, led by its existing management team. During the first 90 days, the company said it will announce details of its strategic plans and launch a new name and logo.

In other deal activity:

• LifePoint Hospitals (Brentwood, Tennessee) reported reaching an agreement with HCA (Nashville, Tennessee) on a modification of a previously disclosed agreement (MDD, July 18, 2005).

LifePoint will acquire three hospitals in West Virginia and one in Virginia for $239 million, plus specific working capital, including inventory and the assumption of paid time off. The transaction, subject to closing conditions, is expected to close by June 30.

The four facilities to be acquired are 200-bed Clinch Valley Medical Center (Richlands, Virginia); 325-bed St. Joseph's Hospital (Parkersburg, West Virginia); 155-bed Saint Francis Hospital (Charleston, West Virginia); and 369-bed Raleigh General Hospital (Beckley, West Virginia). Simultaneously with the closing of the transaction, LifePoint Hospitals will classify St. Joseph's Hospital and Saint Francis Hospital as assets held for sale. The modified agreement excludes 68-bed Putnam General Hospital (Hurricane, West Virginia), which will continue to be owned by HCA.

LifePoint provides healthcare services in non-urban communities.

• Windrose Medical Properties Trust (Indianapolis), a medical properties real estate investment trust (REIT), reported acquiring five medical office buildings for an aggregate consideration of $29.4 million from Baptist Health System (Birmingham, Alabama). Windrose acquired the properties through an $18 million loan from Charter Bank, the balance paid in cash or drawn from Windrose's line of credit with Huntington National Bank.

Windrose was formed to acquire, develop and manage specialty medical properties and healthcare-related specialty properties.

• ResCare (Louisville, Kentucky), a provider of residential, training, educational and support services for people with special needs, said that it completed its previously disclosed acquisition of the assets of Armstrong Uniserve and Armstrong Unicare (both Tacoma, Washington).

Armstrong provides in-home personal care and respite services to the elderly and those with disabilities. ResCare projected that the acquisition will generate about $28 million in annual revenue.

ResCare's services include residential, therapeutic, job training and educational supports and training to young people in the Job Corps program; one-stop employment and training services for people experiencing barriers to employment; and support to older people in their homes.

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