A Medical Device Daily
Franklin Capital (Santa Monica, California) reported that it has completed its previously disclosed purchase of California-based SurgiCount Medical. The SurgiCount acquisition consisted of about $4 million in a combination of cash, common stock and future milestone payments.
SurgiCount owns patents issued in the U.S. and Europe related to patient safety; among them, the Safety-Sponge System, a product that Franklin said should capture a significant portion of the $650 million in annual U.S. and European surgical sponge sales. SurgiCount has obtained FDA 510(k) clearance for the Safety-Sponge line, and the line has passed FDA biocompatibility tests, including ISO sensitization, cytotoxicity and skin irritation tests.
"With the completion of the SurgiCount Medical acquisition," said Milton Ault, III, chairman and CEO of Franklin Capital, "Franklin Capital has taken another important step in its stated restructuring plan and has firmly positioned Franklin to be a leader in the patient safety sector. We are thrilled to be a pioneer of this new and exciting sector which has a large potential for growth."
Franklin Capital will seek stockholder approval at its upcoming annual stockholder meeting March 29 to change its name from Franklin Capital Corporation to Patient Safety Technologies in order to better reflect its proposed business activities.
Elekta (Stockholm, Sweden) and Impac Medical Systems (Mountain View, California) reported that, in connection with the proposed acquisition of Impac by an indirect wholly owned subsidiary of Elekta, the companies filed pre-merger notifications with the Department of Justice and the Federal Trade Commission.
On Feb. 25, the parties withdrew their pre-merger notifications and said they expected to refile those notifications March 1 to provide additional time for the Department of Justice's review of the transaction. As a result of the new filing, the waiting period will expire on March 31, unless terminated, or extended by an FTC request for additional information.
Impac also said that it expects to file shortly its definitive proxy statement for a stockholders' meeting in late March or early April to approve the acquisition.
Impac is a provider of oncology management software and has expanded its core system to include an electronic medical record for radiation and medical oncology, digital image management, full-featured practice management, laboratory information systems and cancer registry.
In January Elekta said it would pay $24 in cash for each share of Impac stock outstanding, a premium of 22% over the Impac closing price on Jan. 14, equating to a diluted equity value of about $250 million and an enterprise value of about $190 million.
Elekta is a med-tech group, providing clinical solutions for precision radiation treatment of cancer and for non- or minimally invasive treatment of brain disorders.
In other dealmaking activity:
• Lynx Therapeutics (Hayward, California) reported that its stockholders approved six items at its annual meeting of stockholders, including the proposed business combination with Solexa (Cambridge, UK/Menlo Park, California). More than 97% were in favor of the proposed combination. Closing of the deal is subject to acceptance by Solexa shareholders of Lynx's offer to acquire the entire share capital of Solexa. Lynx expects the closing to occur later this month.
Mary Schramke, PhD, Lynx's acting CEO, said, "We have been working closely with Solexa since we announced the definitive agreement to combine our companies last September in an effort to accelerate the development and commercialization of DNA technology we jointly acquired approximately one year ago."
Solexa is developing systems for the analysis of individual genomes.
• Community Health Systems (CHS; Brentwood, Tennessee) reported closing the acquisition of Chestnut Hill Hospital, an acute care hospital, from Chestnut Hill HealthCare (both Philadelphia). The acquisition includes a rehabilitation facility and an assisted living facility. The University of Pennsylvania Health System (Philadelphia) will have a 15% minority interest.
CHS operates general acute care hospitals in non-urban communities throughout the U.S. Through its subsidiaries, it owns, leases or operates 71 hospitals in 22 states.
• Chemed (Cincinnati) reported that its Vitas Healthcare Corp. of Pennsylvania subsidiary has acquired Hospice of Greater Pittsburgh Comfort Care (Pittsburgh). Financial terms were not disclosed.
Vitas (Miami) terms itself the nation's largest provider of end-of-life hospice care.
• Pediatrix Medical Group (Fort Lauderdale, Florida) reported expanding its national group practice with the acquisition of a neonatal group based in Texas' Rio Grande Valley. Terms were not disclosed.
The physicians and nurse practitioners of the acquired group provide services at the Level III neonatal intensive care unit (NICU) at Valley Baptist Medical Center and Level II NICU and well-baby physician services at Harlingen Medical Center (both Harlingen, Texas).