A Medical Device Daily

Bio-Imaging Technologies (Newtown, Pennsylvania) and etrials Worldwide (Morrisville, North Carolina) reported that, in response to an unsolicited offer received by etrials from an unrelated third party, the parties have executed an amended merger agreement, increasing the value of the offer. The proposed acquisition is expected to be consummated through a tender offer for all of the outstanding shares of etrials stock. For each share of etrials stock, shareholders will receive 0.124 shares of newly issued Bio-Imaging common stock, 0.076 shares of newly issued Bio-Imaging preferred stock, and 62 cents in cash, which equates to a value of $1.35 per share for etrials. This compares with the original proposed agreement which equated to a per share value of 91 cents, which was comprised of the same amount of common and preferred stock, but increased the cash portion from 15 cents in cash per share to 62 cents in cash per share. Stockholders owning approximately 33% of etrials outstanding shares have already agreed to tender their shares, and if needed, vote in favor of the approval of the merger agreement. Subject to customary closing conditions, and assuming a majority of etrials shares will be tendered pursuant to the tender offer, the tender offer is expected to expire on or about June 20, 2009.

Mark Weinstein, president/CEO of BioClinica said, "As we previously indicated, etrials is an excellent fit with our long-term corporate strategy. This addition instantly broadens our eClinical product offering while leveraging our global operations and brand reputation for quality client service. Together with our services-based approach, the combination enhances our existing relationships with customers from both companies and creates a new, stronger and stable partner for new pharma, biotech and medical device sponsors. With minimal customer overlap, the acquisition also presents immediate cross-selling and new business opportunities. We anticipate realizing significant synergies as we integrate etrials with our eClinical Services Division and we look forward to working with the etrials team as we combine our strengths and expertise in the clinical trials services market."

Bio-Imaging Technologies is a provider of clinical trials services. etrials Worldwide is a provider of eClinical software and services.

The original deal between the two companies was first disclosed earlier this month (Medical Device Daily, May 6, 2009).

In other dealmaking news, Texas True Choice (Plano, Texas), a subsidiary of Viant, a provider of healthcare payment and cost management solutions, said that it has acquired certain assets of Healthcare Partners of East Texas. The acquisition will expand Viant's PPO network offering in the group health market and enhance its existing lines of services to the nation's leading health plans, insurers and third-party administrators.

Healthcare Partners of East Texas is a regional Preferred Provider Organization (PPO) with 39 acute care hospitals and 2,200 physicians in their network. With the addition of the Healthcare Partners of East Texas provider network, Viant networks, including Texas True Choice and Beech Street, will now offer access to an estimated 585,000 healthcare providers nationally.