A Medical Device Daily

Eye care services company TLC Vision (St. Louis) said it has acquired a majority interest in the assets of Kremer Laser Eye (King of Prussia, Pennsylvania), a refractive and cataract surgery business.

The price for the 82% interest was $24.3 million in cash, plus the assumption of certain liabilities, subject to closing adjustments.

TLC said the acquisition is expected to be accretive and boost its annual EPS by 3 cents and annual net revenues by 7%.

Kremer Laser Eye’s services include refractive, cataract and glaucoma surgery.

“This acquisition is an important strategic step for us,” said Jim Wachtman, president and CEO. “By partnering with the surgeons at Kremer Laser Eye, we are able to expand our presence across both of our core businesses, refractive and cataract surgery, in one of the largest populated markets in the U.S.”

For 2004, Kremer Laser Eye generated more than $19 million in revenues.

After the transaction, TLC will have an 82% ownership in Kremer, with the remaining 18% interest to be retained by the four active Kremer surgeons who will remain with the business going forward: Michael Aronsky, MD; Carol Hoffman, MD; George Pronesti, MD; and Anthony Zacchei, MD.

A.G. Edwards acted as financial advisor to TLC in connection with the transaction.

In other dealmaking activity:

Ingen Technologies (Calimesa, California), manufacturer of the OxyAlert, GasAlert and Secure Balance product lines, said it has acquired and owns the rights to two U.S. patents, nos. 6,326,896 and 6,137,417.

The company now owns rights to the medical technology, and as part of the purchase agreement, it retired the licensing agreement associated with the patents.

“These are two very strong patents that add both value and control to the company. Our engineers have had to invent the technology to measure gas flow and wireless transmission of data in order to create a more reliable monitoring system for patients and caregivers,” said Scott Sand, CEO and chairman of Ingen.

The company said the value of these patents exceeds $1 million, and provides it with marketing strength for the OxyAlert and GasAlert product lines expected to hit the market this year.

These specific patents cover more than 20 applications and invented technologies that make it very difficult for any consideration of competition, the company said.

Ingen Tech is a manufacturer and service provider for medical and consumer markets. OxyAlert is a medical safety device that provides wireless and remote monitoring of oxygen delivery systems for patients and small aircraft. Using the same technology, the GasAlert product interfaces between any gas line and accessory, such as a water heater, dryer, stove or heater, to detect leaks.

Home health nursing company Amedisys (Baton Rouge, Louisiana) said it has closed on its previously disclosed acquisition of Housecall Medical Resources (Knoxville, Tennessee), a privately held provider of home care services in the Southeast, for a total transaction value of about $106 million, subject to post-closing adjustments, escrows and certain tax benefits.

Housecall operates 57 home health agencies in Tennessee, Florida, Kentucky, Virginia and Indiana, and a total of nine hospice locations in Tennessee and Virginia. Its trailing 12-month revenues are about $103 million, of which home health services accounted for 76% and the hospice business contributed 24%.

“This combination will further Amedisys’ strategic mission to be the premier home healthcare company in the Southeast,” said William Borne, CEO of Amedisys.

In addition to available cash on hand, Amedisys financed a portion of the purchase price through $75 million in senior secured credit facilities provided by Wachovia Bank and GE Healthcare Financial Services. These facilities included $50 million in a five-year term loan and up to $25 million in a revolver. Wachovia Capital Markets and GECC Capital Markets Group acted as co-lead arrangers on the syndication of the credit facilities.

Extremities surgery company Nexa Orthopedics, a HealthPoint Capital (both New York) portfolio company, reported the acquisition of the StayFuse product line from Pioneer Surgical (Vista, California).

The StayFuse is a product used to fuse the interphalangeal of the foot and hand. Fusion of the interphalangeal joints is a common procedure performed as a treatment for pain caused by arthritic changes to the joint or resulting from common hammertoe deformities.

The StayFuse design features two interlocking components which are implanted in opposing phalanges of the hand or foot in order to permanently fuse the joint. The connected devices are fully contained inside the bone canals, avoiding metal exposure to the surrounding soft tissues or protrusion through the skin.

United Rehab, a company affiliated with the Paul Reichmann family of Toronto, said that it has completed the purchase of 21 skilled nursing facilities, four rehabilitation hospitals and ancillary healthcare businesses from EPI Corp. (Louisville, Kentucky) for $180 million. The acquired facilities operate about 2,400 nursing and rehabilitation hospital beds, primarily in Kentucky.

Merrill Lynch Capital, together with a syndicate of banks, provided $122.5 million of debt financing for the transaction and a $25 million working capital line.

ResCare (Louisville, Kentucky), a provider of residential, training, educational and support services for people with disabilities and special needs, has acquired certain assets and the operations of On-Call Plus (Dallas), a provider of in-home assistance and personal care services to the elderly in Dallas, Colin, Tarrant, Ellis and Denton counties in Texas. Annual revenues are expected to be $2.4 million.

“The addition of On-Call Plus to the ResCare family of services meets our strategic goal of expanding our private pay periodic in-home services to the elderly,” said Ronald Geary, ResCare chairman, president and CEO.

ResCare also said that it has acquired the supported living services of Evergreen Health Care (Tukwila, Washington). The operation provides services and supports to people with developmental, cognitive, intellectual and other disabilities in the Tukwila area. It will join ResCare’s Creative Living Services division. Annual revenues are expected to be about $2.8 million.

Validation Technologies (San Diego), a global provider of validation, regulatory and technical services, reported the acquisition of Independent Inspection Technologies (IIT; San Diego), a provider of third-party inspection services to the healthcare and microelectronics industries.

Validation’s clients include companies in the medical device, pharmaceutical, biotech and clinical trials industries.

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