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Specialized Health Products Agrees to Be Acquired For $68.4 Million by C. R. Bard, Inc.

 

Specialized Health Products Intl, Inc.
Past investments
 
Update: Monday, 10 March 2008

BOUNTIFUL, Utah – March 10, 2008 – Specialized Health Products International, Inc., (“Specialized Health Products”) (OTCBB: SHPI), a leading developer, manufacturer and marketer of proprietary safety medical products, today announced it has signed an agreement to be acquired for $68.4 million in cash, or $1.00 per share, by C. R. Bard, Inc. (NYSE: BCR), a leading multinational medical technologies company.

 

The transaction price represents a premium of 20% to Specialized Health Products stockholders based upon an average closing price of $0.83 for the last 30 trading days.  The transaction value of $68.4 million represents a multiple of 3.6 times Specialized Health Products’ 2007 revenue and 16.2 times 2007 EBITDA (earnings before interest, taxes, depreciation and amortization).

 

“Our employees should be proud of the value they have created as we have successfully executed on the strategic plans that we put in place over the past six years,” commented Jeff Soinski, President and Chief Executive Officer of Specialized Health Products. “Our proprietary safety needle products – particularly our leading safety Huber needle products – have achieved strong growth rates as medical needle markets in the U.S. have largely converted to safety, although we expect our growth rate in 2008 to decline compared to 2007.”

 

“Our Board of Directors and senior management have determined that our Company has reached a point where significant additional investment would be required to build infrastructure and to develop or acquire new product lines to continue strong growth rates on a stand-alone basis beyond 2008,” continued Mr. Soinski. “After a careful review of our strategic options and the completion of an investment banker led auction process, our Board concluded that agreeing to a merger with Bard was in the best interests of stockholders in light of the value of the offer and the risks and significant investment required to further develop and grow our business.”

 

The transaction is subject to approval by Specialized Health Products stockholders as well as other customary regulatory approvals. Stockholders representing approximately 29% of Specialized Health Products’ outstanding shares, including its largest stockholder, the private-equity firm of Galen Partners which holds approximately 22% of the outstanding shares, have signed agreements to vote their shares in support of the transaction. The Company currently anticipates that the transaction will close late in the second quarter of 2008.

 

In connection with the proposed merger, CIT Capital Securities LLC acted as exclusive financial advisor and provided a fairness opinion to Specialized Health Products. Dorsey & Whitney LLP acted as the Company’s legal advisor