A Medical Device Daily
ev3(Plymouth, Minnesota) on Tuesday reported that it has filed a registration statement with the Securities and Exchange Commission for a proposed initial public offering of its common stock. The number of shares and the proposed share price were not listed in the filing.
ev3 was founded in 2000 by Dale Spencer, an executive experienced in the endovascular device industry, and Warbug Pincus and The Vertical Group. Together, Warburg Pincus and The Vertical Group own $316 million of demand notes issued by ev3 Endovascular, ev3's wholly owned subsidiary.
The company said it will file for quotation on the Nasdaq under the symbol EVVV.
Flying somewhat under the marketing radar, ev3 has been acquiring and developing a variety of catheter-based technologies used in the treatment of coronary, neurological and peripheral vascular diseases. A number of these products are still in clinical trials.
ev3's cardiovascular products include the SpideRx, a rapid-exchange filter for embolic protection; the X-Sizer, a thrombus removal system; the Diver C.E., a rapid exchange aspiration catheter; and the PLAATO, for minimally invasive occlusion of the left atrial appendage.
It is developing a variety of stents used in the peripheral vasculature: a family of Prot g devices; AqWire, Nitrex and Gooseneck snares; and a family of balloon angioplasty catheters.
In its SEC filing, the company said it is dependent on its Prot g GPS family of peripheral stents, "which generated more than 10% of . . . net sales in fiscal 2004." It said also that in March it received notice from Medtronic Vascular that "it believes our Prot g stent infringes on one or more of its patents."
And in the neurovascular sector: microcatheter devices, liquid embolics, and a family of detachable coils. The company has made a controlling investment in Micro Therapeutics (Irvine, California), which distributes its neurovascular products.
ev3 reports selling more than 1,000 products in more than 50 countries, saying that, as of Feb. 1, it had 193 sales professionals.
The company also has established European headquarters in Paris, and a European distribution center in Maastrict, the Netherlands. Other European sales offices are in Bonn, Germany; London; Madrid, Spain; Milan, Italy and Stockholm, Sweden. Its Japanese headquarters location is Tokyo.
The underwriters of the offering will be Piper Jaffray & Co. and Banc of America Securities, acting as joint book-running managers, and Bear, Stearns & Co. and Thomas Weisel Partners, acting as co-managers.
SkinMedica (Carlsbad, California), a company developing, acquiring and commercializing products that treat dermatologic conditions, reported closing a $15 million private placement of its Series E preferred stock.
EuclidSR Partners, a new investor, led the round and existing investors Apax Partners, Domain Associates, HealthCare Ventures, Montreux Equity Partners, Perseus-Soros BioPharmaceutical Fund and Split Rock Partners, co-manager of St. Paul Venture Capital also participated.
With the investment, Graham Anderson, general partner, EuclidSR Partners joins SkinMedica's board. SkinMedica is a privately held specialty pharmaceutical company marketing both prescription and cosmeceutical dermatology products. SkinMedica's EpiQuin Micro (4% hydroquinone) treats melasma and post-inflammatory hyper-pigmentation, and Vaniqa (eflornithine hydrochloride) Cream, 13.9% is the only FDA-approved prescription product for the treatment of unwanted facial hair in women.
The company's full line of cosmeceutical products, which is sold through physicians, includes TNS Recovery Complex with NouriCel-MD to help improve the health and appearance of aging skin.
In other financing news:
• Medex (Carlsbad, California) said that holders of more than 99.8% of its outstanding 8-7/8% senior subordinated notes, due 2013, have tendered notes and delivered consents in connection with the company's tender offer and consent solicitation commenced on March 22.
The company exercised its right to accept for early payment all notes tendered by 5 p.m., EST, on April 5, the time by which holders were required to validly tender Notes and deliver consents in order to receive the consent payment of $40 per $1,000 principal amount of notes. Additionally, the company, MedVest Holdings, as parent guarantor, certain subsidiary guarantors and the trustee under the indenture relating to the notes have executed and delivered a supplemental indenture containing the amendments described in the company's offer to purchase and consent solicitation statement dated March 22.
The tender offer will expire at midnight, EST, April 19, unless extended.
As previously disclosed, the company was acquired by Smiths Group on March 21 and is now a wholly-owned subsidiary of Smiths Group.
Morgan Stanley & Co. Incorporated is acting as Dealer Manager for the tender offer.
Smiths Group offers solutions in medical, aerospace, detection, and specialty engineering sectors.
Medex is a manufacturer of critical care and alternate care medical products used in acute and alternate care settings for a variety of therapeutic, diagnostic and long-term procedures.
• Beverly Enterprises (BEI; Fort Smith, Arkansas) reported that its 2.75% convertible subordinated notes, due 2033, are currently eligible for conversion into BEI common stock at rate of $7.45 a share, equal to a conversion rate of 134.1922 per $1,000 principal amount of notes.
A holder may convert any of its notes into BEI common stock during any fiscal quarter if the sale price of the common stock for at least 20 consecutive trading days in the 30 trading days ending on the last trading day of the immediately preceding fiscal quarter exceeds 120% of the conversion price on that 30th trading day. As of March 31, the sale price of BEI's common stock for at least 20 of the 30 preceding consecutive trading days exceeded 120% of the conversion price of $7.45.
BEI, through its operating subsidiaries, is a provider of healthcare services to the elderly in the U.S., operating 346 skilled nursing facilities, 18 assisted living centers, and 56 hospice and home care centers. Through Aegis Therapies, BEI offers rehabilitative services on a contract basis.