St. Jude Medical to Acquire LightLab Imaging
Acquisition of Optical Coherence Tomography technology provides St. Jude
Medical with product platform to compete in and potentially expand $500
million coronary imaging market
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May 19, 2010 -- Westford, Mass -- St. Jude Medical, Inc. (NYSE:STJ), a global medical device company, and
LightLab Imaging, Inc. today announced a definitive agreement under
which St. Jude Medical will acquire LightLab, a subsidiary of Goodman
Co., Ltd. (JASDAQ: 7535) for approximately $90 million in cash.
LightLab is the pioneer and leader in the development of Optical
Coherence Tomography (OCT), a high resolution diagnostic coronary
imaging technology which aids physicians in the treatment of
cardiovascular disease. Earlier this month LightLab received Food and
Drug Administration (FDA) clearance of the first OCT products to be
available in the United States. OCT diagnostic imaging technology has
been shown to provide image resolution 10 times greater than
intravascular ultrasound imaging systems (IVUS) and 20 times faster
image capture.
During the second half of 2010, St. Jude Medical expects the OCT
platform to contribute an additional $20 million in revenue to its
cardiovascular business. The OCT market is expected to grow at a
double-digit compounded annual rate over the next five years and is
expected to capture IVUS market share as well as expand the market for
coronary imaging. The IVUS market is estimated to be $500 million for
2010, and is growing 10 to 15 percent annually. OCT coronary imaging is
expected to grow at an even faster rate within this market.
Upon closing, St. Jude Medical will be the first company to offer a
portfolio that includes both OCT and Fractional Flow Reserve (FFR)
technology. No other OCT systems are currently available for coronary
imaging. This leading combination will provide physicians with
comprehensive lesion assessment information, ranging from the anatomical
images of OCT to the physiological data of FFR. St. Jude Medical
acquired its FFR measurement technology platform through the acquisition
of Radi Medical Systems AB in 2008. The LightLab business will become
part of the St. Jude Medical Cardiovascular Division.
The FDA cleared LightLab's C7-XR(TM) Imaging System and companion C7
Dragonfly(TM) Imaging Catheter in early May. This intravascular imaging
technology, comprising the console used in the hospital lab and the
catheter inserted into the vessel, allows the clinician to readily see
and measure important vessel characteristics otherwise invisible or
difficult to observe with older imaging technology. This next generation
OCT system eliminates the need for temporary vessel occlusion that was
required by earlier generation OCT systems.
LightLab now has products approved in 40 countries, including the only
OCT system cleared for use by regulatory bodies in the U.S., Europe and
Japan. The imaging technology has already been used by leading hospitals
worldwide to perform high resolution imaging of vessel structure in
thousands of coronary interventions. The next generation C7-XR Imaging
System and companion C7 Dragonfly Imaging Catheter is also approved in
Europe and is currently pending regulatory clearance in Japan.
"We are pleased to add this new growth platform to our cardiovascular
business, especially in conjunction with our FFR platform, and we are
excited by the many opportunities this acquisition creates for St. Jude
Medical and LightLab, physician customers and their patients," said
Daniel J. Starks, Chairman, President and Chief Executive Officer of St.
Jude Medical. "We welcome LightLab and its employees to St. Jude
Medical."
"We are excited to join with a partner who shares our vision of
improving patient outcomes and reducing health care costs through
solutions which enable physicians to make earlier and more accurate
treatment decisions," said David Kolstad, President and Chief Executive
Officer of LightLab. "We believe St. Jude Medical's U.S. and
international footprint, along with its existing FFR measurement
technology, will accelerate growth for our industry-leading OCT
technology. We look forward to joining the St. Jude Medical team."
The transaction is expected to close by the end of
the second quarter, subject to customary closing conditions and regulatory
approvals. Except
for a nonrecurring charge to be recorded at the time of closing, this
acquisition does not change St. Jude Medical's outlook for 2010
consolidated earnings per share. In connection with the transaction,
Bank of America Merrill Lynch is acting as financial advisor and Gibson,
Dunn & Crutcher LLP as legal advisor to St. Jude Medical. Brown Brothers
Harriman is acting as financial advisor to LightLab and Choate, Hall & Stewart
LLP as legal counsel. Kitahama Partners, LLC is acting as legal counsel
to Goodman Co., Ltd.
About LightLab
LightLab Imaging, Inc., based in Westford MA, is the world's leading
manufacturer and marketer of Optical Coherence Tomography (OCT) for
coronary imaging applications. LightLab's OCT systems and imaging
catheters are cleared for sale in 40 countries in Europe, Asia, the
Middle East and North and South America. The company was founded in 1998
by the inventors of OCT, and has exclusive license to a broad range of
OCT technologies and applications from MIT and other entities. The
LightLab mission is to develop and distribute imaging technologies that
improve patients' wellbeing, enhance diagnostic medicine, improve
outcomes, and reduce healthcare expenditures. With the ability to
resolve real-time images to 15 micrometers, the LightLab Imaging OCT
Imaging Systems offer physicians more precise information than ever
before. For more information, visit www.lightlabimaging.com.
About St. Jude Medical
St. Jude Medical develops medical technology and services that focus on
putting more control into the hands of those who treat cardiac,
neurological and chronic pain patients worldwide. The company is
dedicated to advancing the practice of medicine by reducing risk
wherever possible and contributing to successful outcomes for every
patient. St. Jude Medical is headquartered in St. Paul, Minn. and has
four major focus areas that include: cardiac rhythm management, atrial
fibrillation, cardiovascular and neuromodulation. For more information,
please visit sjm.com.
Forward-Looking Statements
This news release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995 that involve
risks and uncertainties. Such forward-looking statements include the
expectations, plans and prospects for the Company, including potential
clinical successes, anticipated regulatory approvals and future product
launches, and projected revenues, margins, earnings and market shares.
The statements made by the Company are based upon management's current
expectations and are subject to certain risks and uncertainties that
could cause actual results to differ materially from those described in
the forward-looking statements. These risks and uncertainties include
market conditions and other factors beyond the Company's control and the
risk factors and other cautionary statements described in the Company's
filings with the SEC, including those described in the Risk Factors and
Cautionary Statements sections of the Company's Quarterly Report on Form
10-Q for the fiscal quarter ended April 3, 2010. The Company does not
intend to update these statements and undertakes no duty to any person
to provide any such update under any circumstance.
Source: St. Jude Medical, Inc.
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