Notable Mergers and Acquisitions of the Day 02/03: HDIX, MCHP/SSTI, A
- Home Diagnostics, Inc. (NASDAQ: HDIX) signed a definitive merger agreement with Nipro Corporation under which Nipro will acquire the company for $11.50 per share in cash, or approximately $215 million. The offer price represents an approximately 90% premium to the closing price of Home Diagnostics’ common stock on February 2, 2010.
The transaction has been approved by Nipro and the board of directors of Home Diagnostics.
The parties expect the tender offer to commence on or about February 10, 2010. The tender offer will remain open for 20 business days from commencement, subject to extension under certain circumstances as required by applicable law and the terms of the merger agreement. Subject to the satisfaction of the conditions to the tender offer, the offer is expected to be consummated prior to the end of the first quarter of 2010.
- Microchip Technology Incorporated (NASDAQ: MCHP) announced today that it has signed a definitive agreement to acquire Silicon Storage Technology, Inc. (NASDAQ: SSTI) for $2.85 per share in cash. The $2.85 per share represents an approximate 35.7% premium to the amount that the holders of SST common stock would have received under the previously announced merger agreement between SST and Technology Resources Holdings, Inc., and an approximate 53.2% premium to the closing price per share of SST's stock on November 12, 2009, the last day of trading prior to the announcement of the execution of the definitive merger agreement with Technology Resources Holdings, Inc. As separately announced today by SST, SST has terminated its previously announced merger agreement prior to entering into the definitive agreement with Microchip.
The acquisition has been approved by the Boards of Directors of each company and is expected to close in the second quarter of calendar 2010, subject to approval by SST's stockholders and other customary closing conditions.
"SST's Superflash(R) technology and extensive patent portfolio are critical building blocks for advanced microcontrollers," said Steve Sanghi, President and CEO. "This acquisition enables Microchip to gain earlier access to SST's advanced technologies, as well as the ability to customize technology variants that can give us an advantage over competing technologies."
"We believe this is an attractive transaction for SST's stockholders, as it presents a significant premium to the prior transaction and requires no external financing," continued Mr. Sanghi. "We look forward to completing this transaction early in the second calendar quarter of 2010."
- Linden LLC, a Chicago-based healthcare private equity firm, today announced it has acquired Hycor Biomedical Inc. from Agilent Technologies (NYSE: A). Hycor develops, manufactures and markets in vitro diagnostic products for the global allergy, autoimmune and urinalysis markets. Agilent acquired Hycor through its acquisition of Stratagene in 2007. The terms of the agreement were not disclosed.
Founded in 1981 and based in Garden Grove, Calif., Hycor is a global manufacturer and marketer of in vitro diagnostics products. A series of acquisitions since its founding have expanded the company's presence into urinalysis, allergy and autoimmune products used in clinical laboratories, hospitals and doctors' offices worldwide. Among its products, Hycor markets the HYTEC, KOVA and AUTOSTAT brands. The company is focused on delivering products that provide the highest value to clinicians through innovation, reliability and customer service.
"We believe Hycor has great opportunities outside of the Agilent portfolio," said Nick Roelofs, President of Agilent's Life Sciences Group. "Hycor is an innovative, profitable and growing business, but it does not fit the core focus of our life science business. Agilent is pleased that Linden is the buyer because of its strong healthcare and diagnostics expertise coupled with its track record of investing in and growing businesses."
Richard Novak, a Linden Operating Partner and former Chief Operating Officer of Laboratory Corporation of America (NYSE: LH), will serve as Chairman of Hycor. "The Hycor platform is well-positioned to compete in the high-growth segments of in vitro diagnostics for allergy and autoimmune testing," said Novak. "Additionally, Hycor's market leadership in urinalysis products provides the business an attractive platform for international expansion."
Thomas Weisel Partners LLC acted as exclusive financial advisor to Agilent for this transaction.
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