Abbott Laboratories (Abbott Park, Illinois) said it agreed to acquire Spinal Concepts (Austin, Texas) for $170 million to enter what has become one of the fastest-growing segments in the orthopedics market. Abbott also said it would pay up to an additional $40 million for the privately held company if certain sales targets are met over the next couple of years. The Spinal deal will result in a one-time charge, Abbott said. Spinal Concepts makes spinal fixation products used during spinal fusion surgery. It currently markets a range of products for all segments of the spine, including two pedicle screw options for thoracolumbar fixation, BacFix and InCompass; the SC-AcuFix family of cervical plates; and osteobiologic products, including Cerasorb bone void filler and the Natural Selection family of bone allografts.
Microfluidics and labchip specialist Caliper Technologies (Mountain View, California) agreed to acquire Zymark (Hopkinton, Massachusetts), a private firm specializing in the development of laboratory automation, liquid handling and robotics solutions to the life sciences, biotech and pharmaceutical industries. Still heavily in the development mode, Caliper said that the merger is projected to drive it to profitability by 2005. Caliper will purchase Zymark for about $57 million, subject to adjustment based on the amount of Zymark's cash, debt "and certain other obligations at closing," it said, and 3.15 million shares of Caliper common stock. The agreement also provides for a potential additional earn-out stock component of up to 1.575 million shares of Caliper stock if specified targets for sales of Zymark products are met in 2003 and 2004. The acquisition is projected to close in the third quarter, with integration of the two companies to be completed by the end of the year. Zymark will become a subsidiary of Caliper and continue to sell products under the Zymark name. The new company's headquarters will be based in Hopkinton, with continuation of operations in Mountain View. Caliper acquires Zymark from The Berwind Company, a private holding company.
DePuy AcroMed (Raynham, Massachusetts), a Johnson & Johnson (New Brunswick, New Jersey) company, has completed its acquisition of privately owned Link Spine Group (Branford, Connecticut). The transaction was first announced in May. Terms included a $325 million up-front payment, with further contingent payments due upon achievement of regulatory and other milestones. The acquisition will provide DePuy AcroMed with exclusive worldwide rights to the SB Charite Artificial Disc, the principal product of Link Spine Group. The SB Charite Artificial Disc, approved and marketed in more than 30 countries outside the U.S., currently has an investigational device exemption from the FDA. Two-year patient follow-up will be completed in December, and DePuy AcroMed said it expects to submit a premarket approval application next year. DePuy AcroMed develops products to treat spinal disorders.
dj Orthopedics (San Diego, California), a manufacturer of products and services for the orthopedic sports medicine market, has signed a letter of intent to acquire the medical business of DuraKold (Highlands Ranch, Colorado), which includes a line of patented cold therapy wraps designed to treat soft-tissue trauma. dj Orthopedics is the largest customer of DuraKold products, distributing them under the DuraKold brand name through its DonJoy cold therapy product category. The acquisition is valued at about $3 million and was expected to close by June 30. The DuraKold products to be acquired feature a reusable ice wrap that remains pliable after freezing to provide up to two hours of temperature cold therapy with conformity to uneven surfaces of the body. dj Orthopedics specializes in manufacturing products and services that rehabilitate soft tissue and bone, help protect against injury and treat osteoarthritis of the knee.
Europe's top biosurgery company, IsoTis (Lausanne, Switzerland), said it plans to buy GenSci Regeneration Sciences (Toronto, Ontario), offering stock for the Canadian firm, which is close to emerging from protection from creditors. The proposed $29.2 million deal will create a skin and bone-graft firm with combined pro forma sales of $24 million in 2002 and which expects to be profitable in 2005 as it expands in what is seen as a fast-growing market. IsoTis said it would issue 29.5 million shares to buy GenSci. IsoTis investors would own 60% and GenSci 40% of the combined company. It also would loan GenSci $5 million to help it complete its Chapter 11 rescue plan. In October, GenSci is expected to emerge from court protection from creditors in the wake of a patent-infringement case which forced it to replace infringing products with new products and launch a major cost-control program. The takeover is due to be completed in 3Q03. GenSci's OrthoBlast II, DynaGraft II, and Accell DBM 100 product lines are well-recognized in the orthopedic community.
The boards of Symmetry Medical (Warsaw, Indiana) and the Mettis Orthopedic Group (Sheffield, UK) said they have completed the previously announced merger of their businesses. The deal was first disclosed in May. The merged entity, to be called Symmetry Medical, represents significant geographic and product/service synergies, with the ability to provide a comprehensive line of implants, instruments and cases to a global base of orthopedic clients, according to the companies. Mettis CEO Brian Moore becomes president and CEO of the combined company. Olympus Partners, of Stamford, Connecticut, will be the majority shareholder of Symmetry.