C.R. Bard (Murray Hill, New Jersey) reported completing its previously disclosed deal, first announced in August, to sell certain assets of its Endoscopic Technologies (Billerica, Massachusetts) division to Conmed (Utica, New York) for $80 million. Endoscopic Technologies makes devices and accessories used primarily by gastroenterologists and pulmonary physicians to diagnose and treat diseases of the digestive tract and lungs using minimally invasive endoscopic techniques. The company's enteral feeding and endoscopic suturing product lines are not included in the agreement and will be transferred to other Bard business units.
Privately held Cyberkinetics (Foxborough, Massachusetts) reported completing a merger with Trafalgar Ventures. The new company has been renamed Cyberkinetics Neurotechnology Systems. The deal was completed via the merger of a wholly owned subsidiary of Trafalgar Ventures with and into Cyberkinetics, with Cyberkinetics as the surviving company and a wholly owned operating subsidiary of Trafalgar Ventures. In consideration for their shares of Cyberkinetics' capital stock, shareholders collectively received about 92% of Trafalgar Ventures' equity after giving effect to the transaction. The officers and directors of Cyberkinetics replaced all of the officers and directors of Trafalgar Ventures, which ceased all of business operations and adopted and implemented Cyberkinetics' business plan upon completion of the merger. According to the terms of the merger, each share of the company's outstanding common stock has automatically converted into one share of common stock of Cyberkinetics Neurotechnology Systems, with the company now having about 13,639,000 shares of common stock outstanding.
Edwards Lifesciences (Irvine, California) reported that it has enhanced its core business with the acquisition of all technology and intellectual property associated with ev3's (Plymouth, Minnesota) percutaneous mitral valve repair program for roughly $15 million. ev3, a privately held endovascular device company, acquired a majority of its percutaneous mitral valve repair technology and intellectual property from MitraLife (Santa Rosa, California) in January 2002. Michael Lesh, MD, and Jonathan Langberg, MD, founders of MitraLife, are inventors of the earliest filed patents in this field. Edwards estimated that sales of catheter-based valve repair and replacement products in 2010 could approximate the sales of today's entire surgical heart valve repair and replacement products. Researchers at Edwards have been exploring several percutaneous approaches to repair or replace heart valves. The technologies involve the replacement or repair of patients' heart valves through catheter-based delivery systems, performed in a cardiac catheterization laboratory under local anesthesia, without the physical impact and recovery periods of conventional open-heart surgery. Edwards' percutaneous replacement technology has been performed in Europe, and U.S. clinical trials on the devices are expected to begin before year's end.
Encore Medical (Austin, Texas) reported the completion of its Empi (St. Paul, Minnesota) acquisition. The transaction, which was unveiled in August, was closed with consideration by Encore consisting of roughly $172.7 million paid to the Empi common shareholders and option holders in cash, along with 8 million shares of Encore common stock and the repayment of about $155 million of outstanding Empi debt for a total purchase price of about $362.7 million. Encore financed the cash portion of the purchase price through a new $180 million senior credit facility from a consortium of banks, led by Bank of America; from the proceeds of the issuance by a newly formed subsidiary of Encore of $165 million of 9 3/4% senior subordinated notes due Oct. 1, 2012; and from available cash raised in a secondary offering of its common stock completed in December 2003.
St. Jude Medical (St. Paul, Minnesota) reported the completion of its previously disclosed acquisition of Irvine Biomedical (IBI; Irvine, California), a privately held developer of electrophysiology (EP) catheter products that are used by physician specialists to diagnose and treat cardiac rhythm disorders. The deal was first announced in August. Irvine Biomedical's products consist of diagnostic and therapeutic EP catheter systems that include its radio frequency generator. IBI's products are distributed by St. Jude in Japan, and as a result of St. Jude's 2003 acquisition of Getz Bros. (Tokyo), the company assumed a 14% ownership position in IBI that Getz had acquired in 1997. St. Jude was expected to pay $47 million at deal close. That amount is net of the cash expected to be on hand at closing, as well as consideration from the exercise of IBI stock options, together totaling about $9 million.
Varian Medical (Palo Alto, California) agreed to acquire Magnex Scientific (Oxford, UK) for $32 million in cash and assumed net debt, subject to certain net asset adjustments. The transaction also will include an opportunity for additional purchase price payments over three years, depending on financial performance targets, the company said. Magnex manufactures MRI magnets and is a supplier of vertical high-resolution nuclear magnetic resonance (NMR) magnets, superconducting magnets for Fourier Transform mass spectroscopy (FTMS), and MR microscopy gradients. The acquisition follows a five-year relationship during which Magnex has been manufacturing MRI magnet systems for Varian.