Exactech (Gainsville, Florida), an orthopedic device manufacturer, reported closing on the acquisition of Altiva (Charlotte, North Carolina), a spinal products company. Exactech reported its exercise of its option and execution of a merger agreement to acquire Altiva last month, based on a valuation of $25 million (Medical Device Daily Dec. 11, 2007).
Exactech’s final payment of $6.7 million was funded through a combination of $5.1 million from its credit line and the issuance of about 75,000 shares of Exactech common stock.
The $25 million purchase valuation of Altiva is based on Exactech’s sales multiple and Altiva’s trailing 12 months revenue. Exactech’s final payment of $7 million will consist of a combination of cash and Exactech stock, expected to be funded from its current financing facilities.
Exactech said it expects the transaction to be neutral to earnings in 2008 and accretive in 2009.
Altiva will continue to operate from its Charlotte headquarters and maintain separate sales, marketing, engineering and operational functions.
“We’ve often been asked over the years at Exactech if we’d enter the dynamic spinal market,” said David Petty CEO and chairman of Exactech, during a Thursday morning conference call. “Our strategy was that basically we weren’t knowledgeable about the spinal market and wanted to work out an appropriate way to enter the spinal market.”
This acquisition, he said provided Exactech with that possibility. He said that there will be benefits for both companies. “We can help [Altiva] from the regulatory and quality standpoint; because we have a pretty strong discipline and doctrine at Exactech.”
Exactech also updated its 2008 revenue targets to the range of $148 million to $156 million. The company’s target for diluted EPS remains unchanged at $0.86 to $0.92.
Altiva said that it offers a spinal fusion product line with implants and instrumentation that address major spinal pathologies and that it has assembled a strong spinal products portfolio by combining intellectual property acquisitions with distribution agreements.
Altiva also touts having multiple development projects under way, notably a collaboration with a group of spinal surgeons focused on the motion preservation market. It owns a number of patents and licensing arrangements, including those relating to pedicle screw technologies. Altiva said it intends to offer differentiated products by combining innovative technology and design with feedback from clinical experts.
Exactech develops orthopedic implants.
PolyOne (Cleveland) a provider of polymer materials, services and solutions, reported completing its previously announced acquisition of GLS (McHenry, Illinois), a provider of specialty thermoplastic elastomer compounds (TPEs) for consumer and medical applications.
PolyOne said that the acquisition complements its global Engineered Materials business portfolio and accelerates a shift to specialization. It said that the combination of GLS’s specialty TPE technology, compounding expertise and brand, along with PolyOne’s extensive global infrastructure and commercial presence offers customers enhanced technologies; a broader range of products, services and solutions; and expanded access to specialized, high-growth markets around the globe.
The GLS senior management team will remain and lead the global TPE business unit, retaining the GLS name and brand.
In other dealmaking news:
• Neophyte med-tech company Arizona Heart Innovative Technologies (AHIT; Phoenix) reported the sale of a device for endovascular use to a publicly traded company. The amount garnered in the sale and the acquiring company were not disclosed.
“This is a proud moment for our company as we have now demonstrated our ability to bridge the gap between good ideas from the medical community to commercially viable products for medical device companies. We are in effect serving as a cost-effective supplementary research and development resource for companies,” said AHIT President Bill Colone.
AHIT was formed in August 2006 by Colone and Keith Jarmusch, who say they have a combined 30 years of experience in developing and marketing medical devices. They say that AHIT provides a vehicle for evaluating and commercializing ideas from the medical community.
• Bruker AXS GmbH (Karlshrue, Germany) said that it has signed an agreement to acquire all of the equity of privately-held Juwe Laborgeraete (Viersen, Germany) from its founders. Financial terms were not disclosed.
A stock purchase agreement was signed on Dec. 21, 2007, and the transaction is expected to close in 1Q08. Juwe’s estimated 2007 revenue was about $3 million.
Juwe was established in 1997 by a group of founders with experience in combustion analysis of the CHNOS light elements (Carbon, Hydrogen, Nitrogen, Oxygen, and Sulfur), as a successor organization to Stroehlein, which closed in 1997. Juwe initially provided service and support for the large installed base of Stroehlein systems, and in 2004 in launched a new generation of Juwe-branded combustion analysis systems.
After the closing of the planned acquisition of Juwe by Bruker AXS in early 2008, it is anticipated that a renamed Bruker Juwe GmbH will transfer its R&D, production, service and customer applications, demonstration and training center to Kalkar, Germany. At the combined Kalkar facility, Bruker Juwe together with spark-OES company Bruker Quantron GmbH will form a center of excellence for elemental analysis, particularly for metals analysis applications.
Bruker AXS will contribute its distribution, demonstration and service capabilities, as well as R&D and operating management assistance, to accelerate revenue and margin growth of Bruker Juwe. It said that many of the distributors of Juwe will be retained and will benefit from support provided by additional regional Bruker AXS elemental analysis applications and service centers worldwide.
Erwin Jung, a co-founder and managing director of Juwe, said: “The speed with which Juwe has been growing in the past two years has shown that we have the right team and product ideas. In order to maintain this rapid growth, we have been looking for a complementary strategic partner. In Bruker AXS we have found a company from the same industry that can positively contribute to every aspect of Juwe’s business.”