Medical device company Endocare (Nasdaq: ENDO) has dropped its planned acquisition of Yokne'am-based Galil Medical. Endocare will instead be bought by urology company HealthTronics (Nasdaq: HTRN).
Prior to entering into the merger agreement with HealthTronics, Endocare terminated its merger agreement with Galil Medical Ltd. and the related private placement of its common stock on the basis that not all of the closing conditions to the merger are capable of being fulfilled.
The acquisition of Galil Medical was announced in November, and was considered a completed deal. Galil Medical was to receive 48% of the merged company, and Endocare was to get 52%.
Galil Medical's shareholders are Elron Electronic Industries Ltd. (Nasdaq: ELRN; TASE: ELRN) with a 21% stake, Pitango Venture Capital, Israel Infinity Venture Capital, Astra Technological Investments (Euronext:STH), Thomas, McNerney & Partners (TM Partners), Investor Growth Capital (Investor AB), Lumenis Ltd. (Pink Sheets:LUME.PK), and private investors.
The move is a disappointment for Galil Medical, which had already proceeded with the program leading to the deal, including layoffs and reducing the emphasis on its US distribution network.
Endocare and Galil Medical were going to develop cryoablation, a minimally invasive method to freeze and destroy cancerous tumors.
The Endocare-HealthTronics merger has been approved by the boards of directors of each company.
HealthTronics will buy all of the outstanding shares of Endocare common stock. Endocare shareholders can choose to receive for each Endocare share $1.35 per share in cash, provided that the cash consideration does not exceed 50% of the total consideration, or 0.7764 shares of HeathTronics' stock, provided that the stock consideration does not exceed 75% of the total consideration.
HealthTronics provides a suite of healthcare services and technology including urologist partnership opportunities, surgical and capital equipment, maintenance services offerings, and anatomical pathology services.
Endocare is a medical device company providing minimally invasive technologies for tissue and tumor ablation.
Published by Globes [online], Israel business news - www.globes-online.com - on June 8, 2009
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