American Medical Systems Holdings (AMS; Minnetonka, Minnesota) completed its acquisition of CryoGen (San Diego, California). The company in October said it would purchase CryoGen for $40 million in cash, plus another payment contingent on future sales of CryoGen's HerOption technology for treating excessive menstrual bleeding, known as menorrhagia. The HerOption system is a minimally invasive, closed-cycle cryoablation device and supporting system that enables physicians to ablate tissue at extremely low temperatures. AMS develops medical devices and procedures to treat three major diseases: incontinence, erectile dysfunction and urinary obstructions caused primarily by enlarged prostate (benign prostatic hyperplasia, or BPH).
Advanced Tissue Sciences (ATS; La Jolla, California) entered into an agreement to sell its NouriCel product line and related intellectual property to SkinMedica (Carlsbad, California), subject to the approval of the bankruptcy court, due diligence review by SkinMedica and other standard closing conditions. The sale is one of a series of asset divestitures announced late last year by ATS as it exits operation. Following bankruptcy court approval, SkinMedica will make a $5 million cash payment to ATS and will issue a $2 million, two-year, promissory note secured by the assets purchased from ATS.
Cardinal Health (Dublin, Ohio) said it completed its acquisition of Syncor International (Woodland Hills, California). The proposed acquisition was first announced last June and is a stock-for-stock merger in which Syncor became a wholly owned subsidiary of Cardinal Health. As part of the process, Syncor settled charges of violating the Foreign Corrupt Practices Act for $2.5 million. Under terms of an amended agreement, Syncor stockholders will receive 0.47 of a Cardinal Health common share in exchange for each outstanding share of Syncor common stock upon completion of the merger, which gives the deal a valuation of about $809.25 million. Syncor's domestic operations will be integrated with Central Pharmacy Services to become the Nuclear Pharmacy Services business of Cardinal Health. Cardinal said it would continue Syncor's previous plans to sell its imaging business and further rationalize its international operations.
Conmed (Utica, New York) acquired Core Dynamics (Jacksonville, Florida), a manufacturer of minimally invasive laparoscopic surgical devices, for $9 million in cash. Core Dynamics' products include trocars, cannulae and laparoscopic suction/irrigation devices that Conmed said complement its own current offering of laparoscopic surgical products. The acquired devices included single-use, reusable and reposable (single-use component with a reusable component) models. Conmed also agreed to purchase Bionx Implants (Blue Bell, Pennsylvania) in a cash transaction valuing Bionx at $4.35 per share. Conmed said it expects that the total purchase price of about $48 million will be financed from its $100 million revolving credit facility. Conmed said it expects to complete the acquisition in the next four months, at which time Bionx will become a wholly owned subsidiary of Conmed. Bionx makes self-reinforced, resorbable polymer implants including screws, pins and meniscal implants for use in a variety of orthopedic applications including sports medicine and fracture fixation.
Edwards Lifesciences (Irvine, California) has acquired from CardioFocus (Norton, Massachusetts) its surgical business for treating cardiac arrhythmias. The value of the acquisition was not disclosed. In 2001, Edwards entered into an exclusive, multi-year agreement to develop and distribute products from CardioFocus using its surgical photonic ablation laser technology. Under the terms of the transaction, Edwards has acquired the rights to all CardioFocus products in the field of cardiac ablation to surgically treat cardiac arrhythmias. Edwards also retains an equity investment in CardioFocus.
Laboratory Corporation of America Holdings (LabCorp; Burlington, North Carolina) has completed the acquisition of Dianon Systems (Stratford, Connecticut), a provider of anatomic pathology and oncology testing services. LabCorp acquired all of the outstanding shares of Dianon, financing the transaction by using a $350 million bridge loan and borrowings of $248.4 million under its $350 million revolving credit line.
Quinton Cardiology (Bothell, Washington) reported that it has closed on the previously announced acquisition of Burdick (Deerfield, Wisconsin), a cardiology business subsidiary of the Spacelabs Medical division of Instrumentarium for $24 million. Quinton funded the purchase with about $20 million in cash remaining from its May 2002 initial public offering, plus a partial draw-down on a $12 million bank credit facility.
SRS Medical Systems (Billerica, Massachusetts) has acquired substantially all of the assets of Asbrook and Andco Tek (both Ventura, California), which markets urodynamics products under the Asbrook/Eris brand, primarily in the areas of urogynecology and gynecology.
Welch Allyn (Skaneateles Falls, New York) and Cardio Control NV (Delft, the Netherlands) jointly disclosed that their governing boards have approved a proposed friendly cash offer by Welch Allyn to acquire all outstanding shares of Cardio Control stock for EUR 6 per share. The expected offer reflects a value of more than EUR 18 million. Cardio Control makes medical diagnostic systems for heart and lung functions.