A Medical Device Daily
Implant Sciences (Wakefield, Massachusetts), a developer and manufacturer of products for national security, medicine and industry, reported the simultaneous execution of definitive agreements and closing of the acquisition of Accurel Systems International (Sunnyvale, California), a commercial laboratory specializing in failure analysis microscopy, transmission electron microscopy and focused ion beam circuit repair services.
Implant's management said it believes that Accurel, with more than 10 years of service history, has established a reputation as one of the recognized service and technology leaders for companies lacking these in-house capabilities.
Implant said it paid $11.3 million to acquire 100% of the common stock of Accurel. Consideration was a combination of $6 million in cash, $3.65 million of Implant common stock, and a short-term note in the amount of $1.65 million. Transaction costs are currently estimated to be in the neighborhood of $600,000.
"Accurel is a leader in the field of semiconductor failure analysis, repair of nanometer dimension circuits and advanced transmission electron microscopy analysis," said Anthony Armini, PhD, CEO of Implant Sciences. "The company, literally four blocks away from our Core Systems division in Sunnyvale, fits right into our Semiconductor Services business strategy, with many common customers and the ability to achieve numerous cost savings by consolidating several SG&A functions. This acquisition should allow our Semiconductor division to grow stronger and more competitive while contributing positive cash flow to help fund our Explosives Detection products."
Implant Sciences, incorporated in 1984, is using its core ion technology to develop products for the homeland security, semiconductor and medical device industries.
Ardent Health Services (Nashville, Tennessee) reported that it has entered into a definitive agreement to sell its behavioral health division, consisting of 20 behavioral hospitals, to Psychiatric Solutions (PSI; Franklin, Tennessee) in a transaction valued at $560 million.
The total consideration of $560 million will consist of $500 million in cash and $60 million in PSI stock.
In connection with the transaction, Ardent will begin a tender offer and consent solicitation relating to its 10% senior subordinated notes due 2013 ($225 million principal amount). Details with respect to the tender offer and consent solicitation will be set forth in tender offer documents, which will be furnished shortly to the holders of the notes.
The company said it would use the remaining net proceeds from the transaction to repay indebtedness and for general corporate purposes, including building a new hospital on the north side of Tulsa, Oklahoma, and to extend cardiovascular services at its health systems in Albuquerque, New Mexico, and Tulsa.
Following the completion of the transaction, Ardent will continue to operate its 14 medical/surgical hospitals in Albuquerque, Tulsa and Baton Rouge, Louisiana. The purchase of Ardent's behavioral hospitals – located from California to Virginia – is expected to be finalized this spring after the completion of due diligence.
"After the sale, Ardent will generate approximately $1.8 billion in total revenue and be better positioned to acquire major medical/surgical hospitals and partner with not-for-profit systems across the U.S.," said David Vandewater, president and CEO.
Joey Jacobs, PSI's chairman, president and CEO, said, "Our agreement with Ardent represents a tremendous step forward for PSI, because this acquisition will establish PSI as the clear leader of the inpatient behavioral healthcare sector and the largest provider of inpatient psychiatric care in the country."
Ardent is a provider of healthcare services to communities throughout the U.S. It currently owns 34 hospitals in 13 states, providing a full range of medical/surgical, psychiatric and substance abuse services to patients ranging from children to adults.
PSI offers an extensive continuum of behavioral health programs to critically ill children, adolescents and adults through its operation of 34 owned or leased freestanding psychiatric inpatient facilities with more than 4,000 beds. The company also manages freestanding psychiatric inpatient facilities for government agencies and psychiatric inpatient units within medical/surgical hospitals owned by others.