GSI Group Acquisition Beefs Up Its Medical Supplies Business

GSI Group Acquisition Beefs Up Its Medical Supplies Business

Bedford, Mass.-based GSI Group Inc., a supplier of laser-based solutions, precision motion and optical technologies, has acquired NDS Surgical Imaging, a San Jose, Calif.-based manufacturer of surgical and radiology displays and related peripherals, for $82.5 million in cash.

“The acquisition of NDS Surgical Imaging provides GSI with market-leading positions in the medical and surgical arenas, based on highly engineered technologies supplied into demanding applications,” said John Roush, CEO of GSI. “The addition of NDS significantly expands our existing medical OEM sales channels and leverages our expertise in color measurement. This acquisition enhances our relevancy to major medical OEM customers, and opens up additional organic growth and acquisition opportunities, particularly within the surgical arena.”

The acquisition is part of GSI’s medical component market strategy, which has been in progress for more than a year. The combined technology platforms will expand GSI’s portfolio of differentiated photonic technologies that it supplies to OEM customers. The medical applications NDS serves with its products are complementary to several of GSI’s existing medical applications, according to the companies. Also, the acquisition is expected to strengthen the relationship with certain clients shared between GSI and NDS.

NDS’s primary technology consists of high-resolution, flat-panel displays, assembled into medical-grade enclosures, with proprietary customer-specific color correction software algorithms. The company provides surgical visualization products, including displays, wireless imaging peripherals, and informatics and connectivity solutions to the medical device industry. NDS has U.S. Food and Drug Administration clearance for the use of its LCDs for mammography.

“NDS … [has] … significant exposure to the minimally invasive surgical and diagnostics markets in both developed and developing countries,” said Roush. “With nearly 40 percent of GSI’s pro forma revenue generated from the medical market, the acquisition is a significant step for us in achieving our strategic goals.”

The total purchase price of $82.5 million is financed using approximately $25 million of cash on-hand with the remaining funds from financing arranged by GSI. The transaction is earnings accretive and is expected to add more than $80 million in revenue and nearly $12 million of adjusted earnings to GSI’s financial results in 2013.

Natus to Buy Astro-Med Subsidiary
San Carlos, Calif.-based Natus Medical Inc. is buying Grass Technologies Product Group from West Warwick, R.I.-based Astro-Med Inc. Grass Technologies develops clinically differentiated neurodiagnostic and monitoring products, including a portfolio of polysomnography (PSG) and electroencephalography (EEG) systems for both clinical and research use and related accessories and proprietary electrodes.

The deal was expected to close Jan. 31. Natus will fund the $18.6 million cash purchase price with existing cash and borrowings under its credit facility. Astro-Med reported revenue from the Grass subsidiary of $18.5 million for the fiscal year ended Jan. 31, 2012, and will retain its Grass manufacturing facility. The companies have agreed that Astro-Med will continue to manufacture Grass products and provide other transition services for a period of time, after which Natus will acquire any remaining inventory.

“Grass Technologies has been profitable and we expect Grass to be accretive to our earnings in our first full quarter of ownership and for the full year 2013,” said Jim Hawkins, CEO of Natus. “The Grass acquisition expands our presence into certain international markets, adds to our disposable product offerings, and provides Natus an entry into the research segment of the neurodiagnostic market. This acquisition will continue to allow us to bring additional value to customers.”

“After completing a strategic review of our businesses we have determined that it is in the best interest of our shareholders to focus on our Quick Label Systems and Test & Measurement business segments,” said Everett V. Pizzuti, CEO of Astro-Med. “We have been working on several opportunities in these two segments and as a result, we have not been able to devote the resources needed to continue the growth of Grass. We know that Natus, with its strength and focus in neurology, is an ideal place for Grass to flourish.”

Approximately one-third of Grass revenue is attributable to consumables and service, with sales from international markets contributing to 38 percent of revenue. Products used in research, which represented 14 percent of Grass revenue for the year ended Jan. 31, 2012, are sold to university researchers, pharmaceutical companies, and hospitals.

Natus makes healthcare products used for the screening, detection, treatment, monitoring and tracking of common medical ailments in newborn care, hearing impairment, neurological dysfunction, epilepsy, sleep disorders, and balance and mobility disorders.

Astro-Med develops specialty high tech printing systems, electronic medical instrumentation, and test and measurement data acquisition systems.

Providien Acquires Dynaroll Corporation
Scottsdale, Ariz.-based Providien LLC has completed the acquisition of Dynaroll Corporation, a Sylmar, Calif.-headquartered contract manufacturer focused on precision manufacturing, assembly, and testing of advanced components for medical devices, medical robots, surgical equipment and medical disposable products. The acquisition is Providien’s fifth such deal since its June 2010 creation.

“We are pleased to be part of the Providien team,” said Simon Harrison, Dynaroll founder. “Through Providien’s experience and financial resources Dynaroll will be able to expand our capabilities and meet our customers’ growing demands.”

“Dynaroll has technology strengths in high precision motion control and mechanical components and assemblies,” said Providien President and CEO Jeff Goble. “The company is a high quality, sole source supply partner to the world’s leading medical device companies. We believe that in combination with our existing Providien companies of Specialty Manufacturing Inc. (SMI), Integra Biotechnical LLC and Plastics Engineering & Development (PEDI), we are better positioning ourselves to continue to bring value to our customers through our contract manufacturing services.”

Providien’s SMI provides plastic thermoformed component manufacturing, engineering and design services to the medical equipment marketplace; Integra Biotechnical offers finished, sterile goods to medical device and pharmaceutical OEMs; and PEDI provides outsourced assembly services, plastic injection molding, and engineering to the medical device and life sciences markets. Dynaroll fits into the company portfolio by offering miniature and instrument bearings to medical device manufacturers and other high-precision industries.

Saint-Gobain Completes American Fluoroseal Deal
Saint-Gobain Performance Plastics has completed the acquisition of American Fluoroseal Corporation (AFC), a manufacturer of fluoropolymer bags for medical use and sterile sampling systems for pharmaceutical manufacturing processes. The company’s engineering, manufacturing, and headquarters are all located in a single Gaithersburg, Md., facility.

The terms of the deal were not disclosed.

AFC’s scientific beginning came about because of a need for chemically inert containers for immune system blood cells by cancer researchers at the National Institutes of Health. AFC invented and patented a proprietary laser sealing, contact-free, manufacturing process for joining fluorocarbon plastic films together to make this bag type possible. The process specifically was engineered and designed through use of a computer-controlled laser sealing technique. The company’s products include Vuelife culture bags; KryoSure cryopreservation bags; and KryoVue cryopreservation overwrap pouches.

“This acquisition of American Fluoroseal Corporation is complementary to the Saint-Gobain Performance Plastics film production and single use systems for biopharmaceutical manufacturing,” said Michael Cahill, vice president of Saint-Gobain Performance Plastics’ Fluid Systems division into which the AFC business will be integrated. “AFC now expands our product offering into the area of vessels or bags which are used in very specific cell culture applications. Thanks to Saint-Gobain’s global reach, combining the companies will allow us to partner with our global customers wherever they operate.”

Saint-Gobain has its North American headquarters in Valley Forge, Pa. The company provides silicone, thermoplastic elastomer and fluoropolymer extrusion; silicone and two-shot silicone-thermoplastic molding; rapid prototyping, tooling design and build; and custom material development.
Report: IP Spurs Biotech Innovation, Collaboration For years, biotechnology experts have inconspicuously debated the impact of intellectual property rights (IPR) on product commercialization and developing countries. The issue has spawned two sets of pundits with radically different philosophies—those who believe that patents stifle progress during early-stage research, thus hindering growth in emerging markets, and those who insist that IPR is crucial to countries beginning to invest in biotechnology.

The latest research, however, could permanently silence the naysayers. A report from the Washington, D.C.-based Biotechnology Industry Organization (BIO) found that IPR and technology transfer mechanisms encourage collaboration and lead to the research and development of innovative scientific discoveries in both emerging and established markets.

“We felt it was important to provide empirical evidence and case studies for a more informed discussion on the role of intellectual property in global economic development and in commercializing innovative products for patients and consumers,” Joseph Damond, BIO’s senior vice president of international affairs, said in a written statement.

The 57-page report most certainly will trigger more informed discussions on IPR’s role in economic development. Undoubtedly, One of those conversations is likely to focus on the high cost of patent applications, particularly multiple jurisdiction filings. Targeting emerging markets (China, Brazil, India, Argentina, Taiwan, Singapore and Russia) is a savvy business strategy, but protecting intellectual property in numerous countries can be complicated and expensive—especially for small biotech companies—because individual patent applications must be filed in each locale.

“There is no single regulatory body for all the countries in the world,” David Steinmiller, chief operating officer of Woburn, Mass.-based OPKO Diagnostics LLC, noted. “Intellectual property is expensive.”

But it’s worth the investment, BIO’s report concludes. Foreign direct investment (FDI) virtually has exploded in China, Brazil, India, Taiwan, Singapore and Russia over the last 30 years as governments in those countries made substantial improvements to the IP environments and patent protection laws. Brazil, Singapore, China and Russia, in fact, now attract between $40 billion and $60 billion annually in FDI, the report claims.

BIO’s analysis, “Taking Stock: How Global Biotechnology Benefits from Intellectual Property Rights,” quantifies the strength of patent rights in an index ranging from zero (no patent rights) to five (very strong rights). Between 1990 and 2005, countries in which U.S. biotechnology and pharmaceutical companies have invested took gigantic leaps up the IP barometer, a finding that denotes a direct correlation between IP and economic growth. Korea’s score, for instance, has nearly doubled since 1990, going from 2.55 in 1990 to 4.33 in 2005. Much of that improvement can be attributed to the rising number of patents granted under Korea’s IP-related laws during the biotechnology boom. Between 1999 and 2006, biotechnology companies in Korea increased 10-fold, the report concluded; similarly, university patenting skyrocketed 354 percent between 2004 and 2009 after Taiwan instituted the Bayh-Dole Act.

Other key findings in the report include:

• IPR, particularly patents, are actively facilitating and contributing to upstream and downstream biotechnology activities in developed and emerging markets.
• Biotechnological alliances for research and technology transfer have increased markedly since the early 1990s. For example, no region of the world had close to 100 alliances in 1990; by 2005, the global total had reached 500, with roughly 370 of those partnerships based in the United States.
• Countries that have strengthened their intellectual property protection show greater levels of biopharmaceutical FDI, including relatively higher amounts of clinical trial activity by multinational research-based companies.
• Many countries (e.g., Singapore) that understand the value of technology transfer mechanisms have built formal umbrella organizations to promote partnerships between industry and upstream public research bodies in the biotech sector.

R&D Redo is Key to Biotech Industry’s Survival
Biotechnology companies just can’t seem to get used to the “new normal.”

More than two years after financial analysts first used the term to describe the industry’s radically altered capital markets and funding landscape, biotechnology remains mired in old habits, unable to change its approach to product development and scientific innovation. As a result, the sector is endangering its long-term viability and wasting resources, a state-of-the-industry report concludes.

In its 26th annual analysis of the biotechnology industry, global professional services firm Ernst & Young warns that biotech development has remained unchanged despite fundamental overhauls to healthcare. “What we need, more than ever, is a new paradigm—something that radically rethinks the ways in which scientific insights are gained and translated into new products, and which creates new ways of assembling resources to fuel this endeavor,” according t the 92-page report, “Beyond Borders: Global Biotechnology Report 2012.”

One such solution proposed by “Beyond Borders” is “holistic open learning networks” or HOLNet. The concept calls for pharmaceutical and biotech firms, payers, providers and patient groups working together to establish standards for data pooling, which would create more open avenues to develop treatments that better meet patients’ needs. HOLNets, according to Ernst & Young analysts, represent a vastly different and inclusive approach to research and development, blurring the boundaries between product development, commercialization and healthcare delivery. “Rather than being confined to the traditional siloed and sequential approach to development, HOLNets would share data and connect dots across the entire value chain of companies (from early research to marketing) and cycle of care of patients (from prevention to cure),” the report concludes.

Without major changes in its R&D models, the biotech industry will experience only modest improvements in growth and be stymied by shrinking venture capital. In 2011, for instance, revenue among publicly-traded biotech companies in the United States, Canada, Europe and Australia grew 10 percent—a significant drop from the high double-digit rates the industry delivered through much of the last decade. And while R&D spending grew 9 percent in 2011 (a promising sign, considering research dollars climbed a mere 2 percent in 2010 and plummeted 21 percent in 2009), net income fell 5 percent.

Merger and acquisition activity increased, going from 49 in 2010 to 57 in 2011. Total deal value rose to $25 billion from $20 billion.

Overall, the biotechnology industry raised $33.4 billion in funding in 2011, second only to 2000, at the height of the biotech bubble. Much of the increase in 2011 though, came from debt, which rose to a decade-high of $17 billion. The report attributed the sharp rise in debt to large companies taking advantage of low interest rates to finance stock buybacks or acquisitions.

Other Biotech Notes… Most scientific discoveries take place in the research laboratory. And more often than not, the laboratory is where they stay—unless the inventor knows how to turn his discovery into a viable product. Such expertise is rare in the scientific community but it could become more commonplace thanks to the National Institutes of Health (NIH). The agency recently awarded a second five-year, $65 million grant to an institute at the University of Washington to help translate researchers’ discoveries into useful medical products. The university’s Institute of Translational Health Sciences (ITHS) is expected to use the money to pay for technical assistance, run pilot projects and secure expert knowledge in clinical trials and business startups. “I can’t tell you how many ideas that are absolutely fantastic just drop because the inventor had no idea how to take it forward,” Nora Disis, associate dean for translational science at the university’s School of Medicine, and head of the ITHS, told The Seattle Times. “At the end of the day, people want to see their dollars translated into something that will directly benefit them, their children and their families”…Similar help is on the way for emerging bioscience companies in Michigan. Small and midsize firms with questions about product development planning and commercialization now can turn to MichBio Intel, a new service created by MichBio (the state’s bioscience trade group) and funded by the Michigan Economic Development Corporation. MichBio Intel offers emerging biotech companies access to life sciences, medical technology and biopharmaceutical industry databases; organizers of the effort have promised to add other resources based on utility and future need. MichBio Intel is available to any emerging bioscience company in the Great Lakes State through a qualification process. For more information, contact MichBio at (734) 527-9150.