Celera (Rockville, Maryland), a business of Applera (Norwalk, Connecticut), yesterday reported an agreement to purchase cardiovascular healthcare company Berkeley Heart Lab (BHL; Alameda, California) for $195 million in cash - a sign that Celera's impending transition into an independent publicly traded company could be on the horizon.

However, during a Tuesday conference call to discuss the BHL acquisition, Celera's parent company played it close to the vest when peppered with questions regarding a possible timeline for the split-off.

"I don't think we've given any public information on when [the split] is going to be, but I hope it's not long," Tony White, president/CEO of Applera said, during the call. "Morgan Stanley has been working on this very diligently."

Nearly a month ago, Applera made med-tech headlines when it reported hiring Morgan Stanley to explore alternatives to its current stock structure, including splitting into two independent publicly traded companies (Medical Device Daily, Aug. 10, 2007). The company said it was time to explore the potential benefits of Applied Biosystems (Foster City, California), another Applera unit, and Celera going their separate ways.

Commenting a bit further, White said that the BHL acquisition was "certainly in the hopper" at the time of last month's announcement.

The acquisition of BHL is expected to close in 2Q08, with BHL then operating as a business of Celera.

Celera said BHL will give it entry to the estimated $7.8 billion U.S. market for "personalized" cardiovascular disease treatment.

"This acquisition provides Celera with a commercial infrastructure to drive adoption of many of its emerging new molecular diagnostic tests that predict risk and individualize treatment in cardiovascular disease," said Kathy Ordo ez, president of Celera. "Berkeley HeartLab has an outstanding medical and scientific reputation, and a strong track record of growth, by providing testing and other services to improve clinical outcomes for patients with cardiovascular disease."

"Celera's genetic markers that are intended to identify people at risk for early heart attacks, stroke and blood clots and optimize therapy with cholesterol-lowering drugs, aspirin, anti-coagulants and other cardiovascular drugs should augment Berkeley HeartLab's current disease management offerings to patients," she said.

BHL provides cardiovascular risk management programs that include nutrition and exercise guidelines, medication compliance, and stress reduction, in concert with advanced lipid and other cardiovascular and metabolic testing. In 2006, BHL received referrals from more than 4,100 physicians, processed samples from over 150,000 patients, and performed over 1.6 million tests.

BHL turned profitable in 2004 and in 2006 reported improved EBIT margins in excess of 17%. BHL's revenues are expected to exceed $85 million this year.

Celera is a molecular diagnostics business that uses proprietary genomics and proteomics discovery platforms to identify and validate diagnostic markers.

In other dealmaking activity:

• CardioDynamics International (San Diego) reported completing the sale of its Vermed unit to Medical Device Partners (Regensburg, Germany), for $8 million in cash. Additionally, CardoDynamics secured a five-year supply agreement for Vermed's ICG sensors.

CardioDyanmics reported that the decision to spin off Vermed was based on declining margins and profits in its electrocardiogram (ECG) business and the need to focus limited resources on its proprietary ICG business which has the best growth potential. Additionally, the supply agreement provides for maintenance of a long-term relationship with Vermed for ICG sensors.

CardioDynamics said that the proceeds from the sale will be invested in the higher growth-potential ICG business; investment in clinical trial research aimed at inclusion of ICG into cardiac guidelines; and core technology improvement. Proceeds were also used to repay the company's remaining $1.4 million bank debt owed to Comerica.

CardioDynamics manufactures non-invasive ICG products.

Vermed is a supplier of disposable electrodes and related supplies used in ECG and other diagnostic procedures.

• Advanced Wound Technologies (AWT: Somerset, New Jersey) reported that it has finalized the acquisition of Icon Systems (San Diego), a global technology consulting group. The specific terms of the transaction were not disclosed, but sources at AWT said that the acquisition took the form of an exchange of shares, and will not negatively affect its cash position.

AWT said it provides medical equipment to the healthcare industry.

Icon develops tactical training systems.

• Perot Systems ( Plano, Texas) reported completing the acquisition of JJWild (Canton, Massachusetts), a provider of integrated healthcare delivery solutions for organizations using the MEDITECH Healthcare Information System.

Perot said the acquisition of JJWild adds to the capabilities of its Meditech Solution Center, enabling it to offer services to a broader range of hospitals.

JJWild develops and delivers integrated IT solutions that empower healthcare organizations using the Meditech Healthcare Information System to optimize healthcare delivery.

The company reported its intent to purchase JJWild last month (MDD, Aug. 14, 2007).

Perot said it expects JJWild to report 2007 revenue between $80 million to $90 million, of which it expects to consolidate about $30 million over the remainder of 2007, including $8 million for 3Q07.

• Pediatrix Medical Group (Fort Lauderdale, Florida) reported that its new division, American Anesthesiology, completed the acquisition of Fairfax Anesthesiology Associates (FAA: Fairfax, Virginia), launching Pediatrix's effort to develop a national group practice specializing in anesthesia services.

Pediatrix paid cash for the practice, which is expected to contribute annual earnings of about 2 cents a share. Additional terms were not disclosed.

FAA will be integrated into Pediatrix's new American Anesthesiology operating division, which will apply Pediatrix's competency of managing administrative functions of hospital-based physician groups to anesthesia practices.

• Amedisys (Baton Rouge, Louisiana) a home health nursing company, reported completing its acquisition of IntegriCare (Mansfield, Ohio).

However, as disclosed at the time the transaction was first announced, due to necessary regulatory approvals associated with West Virginia CON requirements, the West Virginia agencies included with this transaction are not expected to close until some time in 4Q07.

Due to transition related costs and the prolonged closing of the West Virginia agencies, the acquisition is not expected to add materially to earnings in 2007.

IntegriCare operates 19 home health locations in nine states.

• Manor Care (Toledo, Ohio) reported that its board has approved Oct. 17, 2007, as the date for a meeting of stockholders to vote on the proposed acquisition of it by an affiliate of global private equity firm The Carlyle Group and has approved Sept. 10, 2007, as the record date for the meeting.

Manor Care through its operating group HCR Manor Care, is a provider of short-term, post-acute services and long-term care.