A Medical Device Daily

Solexa Ltd., (Cambridge, UK) and Lynx Therapeutics (Hayward, California) reported the completion of their previously disclosed business combination transaction.

The combined company, incorporated in Delaware, is named Solexa Inc. Solexa Ltd. has become a wholly owned UK subsidiary. The company has received approval for listing on the Nasdaq SmallCap Market and began trading yesterday under the symbol SLXA.

John West, Solexa Ltd.'s CEO, has assumed the same position for the combined company, which will be headquartered in Hayward.

Solexa is focused on the development and commercialization of a new platform for genetic analysis, based on Sequencing-by-Synthesis (SBS) and molecular arrays. That platform is expected to support many types of genetic an-alysis, including DNA sequencing, gene expression, genotyping and micro-RNA analysis. The company said it anticipates an initial product launch by the end of this year.

The capability to inexpensively and rapidly sequence the complete DNA of individuals is expected to transform much of genetics research and, in the longer term, genetic diagnostics, the company believes.

Solexa's initial strategy is to focus on the well-established research market. This market includes DNA sequencing, gene expression and genotyping, all at full genome scale. These together already represent roughly a $1 billion market.

The merger, valued at about $56.4 million, was first disclosed last fall (Medical Device Daily, Oct. 1, 2004).

Eye care services company TLC Vision (Mississauga, Ontario) reported that its board of directors has adopted a shareholder rights plan. The company said the plan is designed to ensure fair treatment for all shareholders in the event of a takeover bid and to provide shareholders and the board with adequate time to evaluate any bid for the company and to take steps to maximize shareholder value in the event of any such bid.

The company previously had a shareholder rights plan in place that expired last November.

The new plan will be effective upon receipt of approval from the Toronto Stock Exchange. It will be presented to the shareholders of the company for ratification at the annual and special meeting of shareholders to be held in June.

The rights issued to the shareholders under the plan may be exercised only when a person, including any related party, acquires or announces its intention to acquire more than 20% of the outstanding common shares of TLC Vision without either complying with the "permitted bid" provisions of the plan or obtaining the approval of the company's board. Should such an acquisition occur, each right would, upon exercise, entitle a holder, other than the person pursuing the acquisition and related parties, to purchase common shares of the company at a 50% discount to the market price at the time.

Under the plan, a permitted bid is a bid made to all shareholders that is open for acceptance for no less than 60 days. If, at the end of 60 days, more than 50% of the outstanding common shares of TLC Vision, other than those owned by the person pursuing the acquisition and related parties, have been tendered, the person pursuing the acquisition may purchase and pay for the shares but must extend the bid for a further 10 days to allow other shareholders to tender.

In other dealmaking news:

• Global Secure (Washington), a homeland security company providing integrated products and services for critical incident responders around the world, reported the acquisition of Virtual Alert (Sacramento, California), a provider of critical information systems that enable state, local and federal governments to prepare, track and respond to public health emergencies. The acquisition was completed for $20 million in cash and stock.

According to Global Secure, the acquisition of Virtual Alert completes a key element in its integration strategy, adding what it called a "robust tool for critical incident coordination and communication."

Virtual Alert, with offices in California, Texas and Virginia, has 16 states, the District of Columbia, and the city of San Diego as clients. The company said its products and services provide protection and security for more than 100 million people.