Diomed Holdings Enters into Sale Agreement with AngioDynamics
April 10 2008 - 4:03PM
Business Wire
Diomed Holdings, Inc., a leading developer and marketer of
minimally invasive medical technologies, including its patented
EVLT� laser treatment for varicose veins, announced that it has
entered into an asset purchase agreement with AngioDynamics, Inc.
for the sale of Diomed�s U.S. operations for a cash purchase price
of $8 million. The assets subject to the Agreement exclude the
proceeds of Diomed�s settlement of its �777 patent litigation with
AngioDynamics, under which AngioDynamics agreed to pay $7 million,
and the proceeds of Diomed�s anticipated $3.6 million settlement
with Vascular Solutions, Inc, now pending bankruptcy court
approval, as well as certain patents. On March 14, 2008 Diomed
Holdings and its wholly-owned subsidiary, Diomed, Inc. filed a
voluntary petition under Chapter 11 of the United States Bankruptcy
Code in the United States Bankruptcy Court for the District of
Massachusetts, Western Division. Since that time, Diomed has been
operating as a debtor-in-possession while pursuing the sale of its
U.S. operating assets. Diomed expects to complete the asset sale to
AngioDynamics within approximately 60 to 90 days and to sell its
remaining assets in due course, subject to the approval of the
bankruptcy court. AngioDynamics has also agreed to pay $3 million
in cash for certain of the assets of Diomed Ltd, the UK subsidiary
of Diomed Inc, which filed for insolvency Administration under the
laws of the United Kingdom contemporaneously with Diomed�s
bankruptcy filing in the United States. The closing of
AngioDynamics� agreement with Diomed Holdings is conditioned upon
AngioDynamics� acquisition of Diomed Ltd�s assets and is subject
to, among other conditions, court approval and an auction process
administered by the courts, under which other interested parties
may present competing offers. The asset purchase agreement
contemplates that Diomed will use its existing cash, receivables
and ongoing revenues to fund its operations while it operates under
Chapter 11, and, if necessary, may include up to $1.3 million in
debtor-in-possession financing from AngioDynamics. The contemplated
debtor-in-possession financing will also be subject to bankruptcy
court approval. �We believe that AngioDynamics� acquisition of
Diomed�s business provides our loyal physician partners the best
opportunity for a continuation of superior customer service, an
expanded flow of new and innovative technologies, and continuity of
laser and disposable product supply,� stated James A. Wylie, Jr.,
Diomed�s Chief Executive Officer. �Additionally, Diomed�s
EndoVenous Laser business is a terrific fit with AngioDynamics�
venous product line � a win-win for patients and physicians alike.�
About Diomed Diomed develops and commercializes minimal and
micro-invasive medical procedures that use its proprietary laser
technologies and disposable products. Diomed�s EVLT� laser vein
ablation procedure is used in varicose vein treatments. Diomed also
provides photodynamic therapy (PDT) for use in cancer treatments,
and dental and general surgical applications. The EVLT� procedure
and the Company�s related products were cleared by the United
States FDA in January of 2002. Along with lasers and single-use
procedure kits for its EVLT� laser vein treatment, the Company
provides its customers with state of the art physician training and
practice development support. Additional information is available
on the Company�s website: www.evlt.com. EVLT� is a registered
trademark of Diomed Inc., Andover, MA. Safe Harbor Safe Harbor
statements under the Private Securities Litigation Reform Act of
1995: Statements in this news release looking forward in time
involve risks and uncertainties, including the risks associated
with trends in the products markets, reliance on third party
distributors in various countries outside the United States,
reoccurring orders under OEM contracts, market acceptance risks,
technical development risks and other risk factors. These
statements relate to our future plans, objectives, expectations and
intentions. These statements may be identified by the use of words
such as "may," "will," "should," "potential," "expects,"
"anticipates," "intends," "plans," "believes" and similar
expressions. These statements are based on our current beliefs,
expectations and assumptions and are subject to a number of risks
and uncertainties. Moreover, our bankruptcy filing in the United
States and the concurrent administration filing of our
manufacturing subsidiary in the United Kingdom raise significant
concern as to the reliability going forward of our previous and
current forward-looking statements. The bankruptcy process will
require court approval of, among other things, the contemplated
acquisition of our operating assets by AngioDynamics and
debtor-in-possession financing. Further, given recent developments,
our actual results are likely to differ materially from those
discussed in our previous financial statements. Diomed disclaims
any obligation or duty to update or correct any of its
forward-looking statements.
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