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AngioDynamics to Acquire Microsulis` Leading Microwave Ablation Technology
Microsulis, based in Denmead, England, is a medical device company specializing in minimally invasive, microwave ablation technology for the coagulation of soft tissue and has systems in more than 80 hospitals world-wide. Microsulis developed the Accu2i pMTA microwave ablation system for percutaneous use, which utilizes a single, high-power, high-frequency 2.45 GHz saline-cooled needle that delivers significant advantages to clinicians and patients, including faster and larger soft tissue ablations. The device was CE Marked in February 2010 and 510(k) cleared by the U.S. Food and Drug Administration (FDA) in August 2010. In December 2012, Microsulis was granted 510(k) clearance by the FDA to market an upgraded Accu2i pMTA applicator.
In March 2012, AngioDynamics and Microsulis established a strategic relationship granting AngioDynamics exclusive distribution rights to market and sell the Accu2i pMTA microwave ablation system in all markets outside the United States from May 2012 through December 2013. The agreement included the exclusive option to purchase substantially all of the global assets and certain liabilities of Microsulis, including its microwave ablation technology and worldwide distribution rights.
"This transaction strengthens AngioDynamics' position as the clear market-leading innovator in the $250 million global tissue ablation market, with a complete offering of thermal and non-thermal technologies that includes microwave, radiofrequency and the NanoKnife System," said Joseph M. DeVivo, President and Chief Executive Officer of AngioDynamics. "The nine months we've operated with Microsulis under the strategic relationship initiated in March 2012 has further proven to us this technology is the most innovative microwave system on the market today. Our thermal ablation business, which generated $23 million of global sales in fiscal year 2012, has been flat over the last three years. With the addition of microwave, we expect sales to grow an average of 20% annually over the next three years at margins that are nicely accretive to our overall business. We look forward to launching the second generation Accu2i pMTA applicator in the U.S. shortly after the transaction closes."
Under the terms of the definitive agreement, AngioDynamics will acquire certain assets of Microsulis Medical for an upfront cash payment of $10.0 million, and $5.0 million on December 31, 2013, utilizing cash on hand. AngioDynamics will also assume up to $1 million of liabilities. Microsulis stakeholders could also receive additional cash consideration, based on Microsulis' performance over the next nine years. The transaction is expected to be neutral to the Company's fiscal 2013 non-GAAP earnings and accretive to fiscal 2014 non-GAAP earnings. Subject to customary conditions, AngioDynamics expects to close the transaction by the end of January 2013.
