Arrhythmia Research Technology's (ART; Fitchburg, Massachusetts) Micron Products subsidiary has completed the purchase of substantially all of the operating assets of privately held New England Molders (NEMI; Shrewsbury, Massachusetts). Micron is a maker of silver/ silver chloride and conductive resin sensors used in disposable ECG, EKG and EEG monitoring and diagnostic electrodes.
Encore Medical (Austin, Texas) has entered into a definitive agreement to acquire BioHorizons Implant Systems (Birmingham, Alabama), a company that manufactures a broad line of dental implants and oral reconstructive products. Encore will acquire all of the outstanding common stock of BioHorizons for $5.2 million in cash and about 2.6 million shares of Encore common stock, representing a deal value of about $26 million. Additional milestone payments of up to $10 million could be paid to the stockholders of BioHorizons, based on the performance of BioHorizons through 2006.
Intermagnetics General (Latham, New York) has agreed to acquire privately held MRI Devices Corp. (MRIDC; Waukesha, Wisconsin), a manufacturer of radiofrequency (RF) coils for magnetic resonance imaging (MRI) systems, for $100 million in cash and stock. Intermagnetics will combine its Medical Advances (MAI; Milwaukee, Wisconsin) subsidiary with MRIDC to create a leading manufacture of high-quality RF coils and other MRI-related accessories. The acquisition is expected to be completed with a $45 million cash payment, a three-year $5 million promissory note and about $50 million in Intermagnetics common stock within a range of 1.8 million to 2.2 million shares. MRIDC markets products and services to major OEMs, as well as directly to hospitals, imaging centers and research institutions.
MDS (Toronto, Ontario) reported completing its reorganization transaction with Hemosol (Mississauga, Ontario), first disclosed in February. Under the terms of the transaction, MDS transferred its Ontario lab business to Hemosol and substantially all of the assets and liabilities of Hemosol were transferred to a new company, Hemosol Corp., which will continue researching and developing blood products. The transaction provided Hemosol's business with about $16 million in cash and other consideration and will allow MDS to benefit from Hemosol's unused tax assets, which MDS estimates having a value benefit of $55 million to $60 million, to be realized, it said, "over the next several years." MDS provides products and services for the development of drugs and the diagnosis and management of disease.
Norwood Abbey Ltd. (Melbourne, Australia) said it has exclusively licensed the worldwide rights to Epi-Lasik, the technology behind the next generation of laser eye surgery. Norwood also has purchased the global license and associated approvals for key components of Epi-Lasik, the Centurion SES System and EpiEdge (epikeratome separator), from CIBA Vision (Duluth, Georgia), the eye care unit of Novartis AG (Basel Switzerland). For $10 million (payable on deferred terms over a two-year period), Norwood has purchased complementary intellectual property from CIBA, which includes patents, trademarks, copyrights and know-how.
North American Scientific (NASI; Chatsworth, California) completed the acquisition of Nomos (Sewickley, Pennsylvania) in a deal valued at nearly $60 million. Terms of the acquisition call for about 5.3 million shares of NASI common stock to be issued and about $12 million in cash will be paid, in the aggregate, to Nomos stockholders in exchange for all of the outstanding capital stock of Nomos. Nomos is a supplier of planning and delivery technology for intensity modulated radiation therapy (IMRT). Its Non-Invasive Scalpel IMRT allows an escalated radiation dose to be delivered to a tumor while limiting exposure and damage to nearby healthy tissue. NASI is focused on brachytherapy technology and was the first manufacturer of the two most commonly used FDA-approved isotopes for the treatment of prostate cancer, Iodine 125 and Palladium 103.
Developmental firm U.S. HIFU (Charlotte, North Carolina) has acquired a minority ownership position in Focus Surgery (Indianapolis, Indiana) to support continued development of Focus's prostate cancer treatment device, the Sonablate 500. U.S. HIFU has committed to provide Focus Surgery an amount up to $4.2 million to fund the trials. As part of the agreement, it has secured exclusive distribution rights for the device in North, Central and South America. The Sonablate 500 is a noninvasive therapy device using high-intensity focused ultrasound (HIFU) technology.
RITA Medical Systems (Mountain View, California) and Horizon Medical Products (Manchester, Georgia) have signed a definitive agreement to merge the two companies in a deal worth more than $129 million with debt assumption, combining their respective strengths in the development, manufacture and marketing of medical oncology devices for the treatment of cancer. The combined company will focus on surgical oncology, medical oncology and interventional oncology. RITA develops products for patients with solid cancerous or benign tumors. Its RITA system uses radiofrequency energy to heat tissue to a high enough temperature to ablate it or cause cell death. Horizon primarily markets oncology product lines, including implantable ports, tunneled central venous catheters, and safety needles used primarily in cancer treatment protocols.