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Deals roundup: Nipro in short-form merger with Home Diagnostics

March 16, 2010

A Medical Device Daily

Nipro (Osaka, Japan) reported completion of a short-form merger of Home Diagnostics (Fort Lauderdale, Florida) with Nipro's subsidiary, Nippon Product Acquisition.

Home Diagnostics will continue to operate as a wholly-owned subsidiary of Nipro. As a result of the merger, any Home Diagnostics shares not tendered pursuant to Nippon's previously-announced tender offer will be converted into the right to receive $11.50 in cash, without interest, and less any required withholding taxes.

Following the merger, Home Diagnostics' shares will cease to be traded on the Nasdaq Global Select Market.

Nipro's medical device division makes cell culturing-related products, as well as the development and sale of diabetes-related products. Home Diagnostics makes diabetes management products, and offers a portfolio of blood glucose monitoring systems.

Last month, Nipro agreed to acquire Home Diagnostics for $215 million, or about $11.50 a share (Medical Device Daily, Feb 4, 2010).

In other dealmaking news:

• FGX International Holdings (Smithfield, Rhode Island) said that it has completed its merger with a subsidiary of Essilor International (Charenton-le-Pont, France).

FGX International shareholders received $19.75 per share in cash, for an aggregate value of about $575 million, including the repayment of FGX International debt of about $115 million. Upon completion of the merger, FGX International became a wholly-owned subsidiary of Essilor and its shares ceased to be publicly traded on the Nasdaq global select market.

“We are excited to be a part of Essilor and look forward to doing great things together,“ said Alec Taylor, FGX International's CEO.

Essilor International specializes in ophthalmic optical products. The company makes a range of lenses to correct myopia, hyperopia, presbyopia and astigmatism. FGX International makes non-prescription reading glasses and popular priced sunglasses.

Medical Connections Holdings (Boca Raton, Florida), a healthcare staffing company specializing in allied health, nurse and physician staffing and recruiting services, said it has executed a definitive agreement to purchase a Midwest-based healthcare staffing firm with a particular expertise in the rapidly-growing field of travel nursing.

“We are very excited about this latest acquisition,“ said Anthony Nicolosi, president of Medical Connections. “We are staying within our plan to have under our roof the best experts, leaders and infrastructure that exist within our industry to become one of the largest in the sector,“ he added.

This acquisition, according to Nicolosi, represents 2009 annual revenue in excess of $42 million, generating operating profits in excess of $4.4 million. The company being acquired currently operates out of a 13,000 square-foot space with about 100 corporate staff supporting 500 healthcare professionals working at various clients throughout the U.S.

Medical Connections expects to announce more details in the Form 8-K this week and a closing date within 60 days.