Visicu (Baltimore), a company focused on improved monitoring of patients in the intensive care unit (ICU) has filed with the SEC for an initial public offering of 6 million shares to raise up to $84 million.
The company said it will use the proceeds for general corporate purposes, including increased marketing efforts, R&D and potential acquisitions. The IPO is expected to begin trading later this week via underwriters Morgan Stanley.
Founded in March 1998 by two intensivists affiliated with Johns Hopkins Hospital (Baltimore), Visicu has developed the eICU Critical Care Program, an advanced remote monitoring system to improve patient treatment in the ICU by leveraging scarce critical care staff and enabling more frequent patient monitoring to provide earlier intervention when necessary.
An eICU Center consists of direct data, video and audio links with ICU patient rooms and an eCareManager suite of software products. In the eICU Center, intensive care physicians, or intensivists, and critical care nurses use multiple screens at eCareManager workstations to monitor real-time data, current visual status, care plan, diagnostic results and treatment history for each patient.
The company says that the program enables one intensivist and two critical care nurses to manage up to 100 patients and direct on-site caregivers, with the goal of improving compliance with current ICU best practices, shorten recovery times and length of stay, reduce costs and increases revenue.
It reports that use of the program by a customer reduced mortality rates in its ICUs by about 27% and reduced average length of ICU stay by about 16%. These improvement, it said, were shown to reduce costs-per-case by about 25% and increase the hospital's average contribution margin per case by about 56%.
The company provides its customers with a perpetual license of its software, clinical and technical implementation services and ongoing support services under a three-year support agreement. Customers pay license and implementation fees in installments prior to and within a short time following program implementation and pay support service fees throughout the three-year support agreement.
Renaissance Capital praised Visicu for helping hospitals grapple with a shortage of experts for ICUs.
"We believe that Visicu is an exciting emerging growth company ready to take off," Renaissance Capital said in its featured IPO column.
In its SEC filing the company noted among its key risks that a competitor, iMDsoft (Needham, Massachusetts) has requested that the U.S. Patent and Trademark Office declare an interference and revocation of Visicu's single issued U.S. patent and a patent with identical claims issued to iMDsoft. Also, Cerner (Kansas City, Kansas) has filed suit against the company seeking invalidity of the company's patent.
The company has incurred about $34.9 million in accumulated debt as of Dec. 31, 2005.
In other financing activity:
• Response Biomedical (Vancouver, British Columbia) reported closing on private placements raising gross proceeds of $12 million. The financing is comprised of a $10 million brokered private placement, and a $2 million non-brokered private placement which was previously reported in December.
With the financing, Response also reported the appointment of five former directors and senior executives of ID Biomedical (also Vancouver) to Response Biomedical's board of directors. Effective immediately, Dr. Anthony Holler, Todd Patrick, Dr. Richard Bastiani, Richard Bear and Ian Webb, former CEO, president and COO, chairman of the board, CFO, and director, respectively, of ID Biomedical have joined the company's board.
"The proceeds of this financing significantly improve the company's balance sheet and provide capital to enable the continued execution of our business strategy for RAMP, including exploiting opportunities we see in rapid clinical cardiovascular and infectious disease testing," said Bill Radvak, president and CEO of Response.
The financing consisted of an aggregate total of 24 million units at a price of 50 cents per unit, each unit consisting of one common share and one-half of one common share purchase warrant with a four-month hold period expiring on July 31. Each whole warrant entitles the holder to purchase one common share of the company at a price of 62 cents per share for a period of 24 months from the closing date of the private placement. On the brokered private placement, the company paid commissions of 7% cash and 7% warrants exercisable to purchase common shares at 62 cents per share for 24 months. A finder's fee of $33,000 was paid on a portion of the non-brokered financing.
The proceeds from the financing will be used for general working capital purposes, repayment of the $1 million line of credit, capital equipment acquisitions required for the scale up of the company's manufacturing processes, and to expedite the commercialization of lead new product candidates.
Response makes rapid on-site diagnostic tests for use with its portable RAMP platform for clinical and environmental applications. RAMP tests are commercially available for the early detection of heart attack, environmental detection of West Nile virus, and biodefense applications including the rapid on-site detection of anthrax, smallpox, ricin and botulinum toxin.
• Sequenom (San Diego) reported that the amount of its previously reported private placement of common stock has been increased by $3 million to a total of $33 million. Siemens Venture Capital has agreed to join the previously announced investors ComVest Investment Partners II, Pequot Private Equity Fund IV, and LB I Group (an affiliate of Lehman Brothers) in an aggregate commitment for a $33 million private placement of common stock and warrants.
The company will issue 60 million shares of common stock and 36 million common stock purchase warrants exercisable at 70 cents a share. The transaction is expected to close by May 31. Sequenom said that the proceeds will be used for general working purposes.
Sequenom is a developer of genetic analysis products. Its MassArray system is a DNA analysis platform that measures the amount of genetic target material and variations therein.
• Quintiles Transnational (Research Triangle Park, North Carolina) reported completing new credit facility arrangements, including a $225 million first-lien revolving credit facility due in 2012; a $1 billion first-lien term loan due in 2013; and a $220 million second-lien term loan due in 2014.
Quintiles said that proceeds from the borrowings under the term loans were used, together with available cash, to pay for notes accepted in a tender offer and to cash out the outstanding preferred stock of Pharma Services Holding, the parent company of Quintiles, as part of the mergers of Pharma Services and Pharma Services Intermediate Holding into Quintiles.
The previously reported cash tender offer and consent solicitation relating to the outstanding 10% senior subordinated notes due 2013 of Quintiles and 11.5% senior discount notes due 2014 of Holding expired at midnight March 30, 2006. On March 31, 2006, about $446.5 million principal amount, or 99.2% of the outstanding principal amount of subordinated notes, and $219 million aggregate principal amount at maturity, or 100% of the outstanding discount notes were accepted for purchase.
Citigroup Corporate and Investment Banking acted as the dealer manager in connection with the tender offer and consent solicitation. Global Bondholder Services served as the tender agent and information agent for the tender offer and consent solicitation.