Medrad (Warrendale, Pennsylvania), a subsidiary of pharmaceuticals and chemicals company Bayer HealthCare (Leverkusen, Germany), has agreed to buy Possis Medical (Minneapolis) in a cash tender offer for $19.50 a share. The deal is valued at about $361 million.

The offer price represents a premium of about 39% over Possis’ average closing price for the 30 days prior to Friday. Possis said its board has unanimously approved the transaction and recommends the offer to its shareholders.

The deal is set to close later this quarter.

The tender offer is to be followed by a second-step merger in which any untendered Possis shares would be converted into the right to receive the same price per share as shareholders who tendered in the cash offer.

During a Monday afternoon conference call, Jules Fisher, CFO of Possis, said the company believes the offer price is “very fair.”

“Medrad is paying 4.2 times our estimated 2008 sales,” Fisher said.

Medrad provides contrast injection systems used to diagnose cardiovascular and other diseases. Possis provides mechanical thrombectomy devices used to treat narrowed or blocked arteries and veins.

“Both companies are developing fluid under pressure for different applications,” Bob Dutcher, president/CEO of Possis, told call listeners Monday. “They deliver a dye under high pressure so that they can take pictures and see what’s going on inside the body. Once they discover that there is a problem, such as an obstruction in the body, we go in and use a technology that involves high-pressure fluids, but we use it to remove the obstruction within the body.”

Dutcher also said Medrad would enable Possis to broaden its geographic reach without adding infrastructure. He noted that only 3% of Possis’ sales are international, “whereas they [Medrad] are very strong around the world so that offers some opportunity for our products.”

Dutcher said it is too early to speculate on how the new organization will take shape but that “we anticipate minimal changes to both organizations.”

Possis posted revenues of $67 million and employed about 280 people for its fiscal year ending July 31, 2007.

Shares of Possis common stock surged more than 34% gaining just over $5 a share to close at $19.36. That price represented a 4-year high for the stock.

In other dealmaking:

• Alynx (Salt Lake City) completed its acquisition of MiMedx (Tampa, Florida), a development-stage company focusing on biomaterials for soft tissue repair.

Alynx issued about 52.9 million new shares of its common stock and roughly 3.7 million new shares of its preferred stock, convertible into about 56.9 million shares of its common stock. Alynx also repurchased and canceled 20 million shares of its outstanding common stock. After the merger there are nearly 55.8 million shares of common and 3.7 million shares of preferred stock of Alynx outstanding, with former MiMedx shareholders holding about 97.25% on a fully diluted basis.

Financial details were not disclosed.

MiMedx also owns SpineMedica (Atlanta), which it acquired last July. SpineMedica develops technologies for the spine and chronic back pain.

• HLTH (Elmwood Park, New Jersey) said it has sold its 48% minority interest in Emdeon Business Services (Nashville) to General Atlantic (Greenwich, Connecticut) and Hellman & Friedman (San Francisco/New York/London) for $575 million in cash.

General Atlantic acquired a 52% majority interest in Emdeon from HLTH in November 2006. In that deal, HLTH received about $1.2 billion in cash and retained a 48% interest in Emdeon. HLTH has received total proceeds of almost $1.8 billion in cash for Emdeon.

HLTH businesses are comprised of WebMD Health, ViPS and Porex. WebMD provides health information services through its public and private online portals and health-focused publications. ViPS provides healthcare data management, analytics, decision- support and process automation solutions and related information technology services to healthcare payers. Porex makes porous plastic products and components used in healthcare, industrial and consumer applications.

• Schering-Plough (Kenilworth, New Jersey) and OraSure (Bethlehem, Pennsylvania) have agreed to collaborate on the development and promotion of a rapid oral hepatitis C virus (HCV) test using OraSure’s OraQuick technology platform outside the U.S.

The new agreement expands the existing collaboration reported in January 2007 when the companies agreed to develop and promote a rapid oral HCV test in the U.S. physicians’ office markets (Medical Device Daily, Jan. 5, 2007).

Schering-Plough will reimburse OraSure for certain development costs and will provide payments to OraSure based on the achievement of certain regulatory and commercial milestones in international markets. Schering-Plough will also provide promotional support for the product in international markets. OraSure will make all sales of the HCV test, and OraSure will retain the rights to market and sell the test in all markets throughout the world. During the collaboration period, the test may, at Schering-Plough’s option, be labeled and promoted under both Schering-Plough and OraSure trademarks.