CardioNet, Inc. to Acquire CardioCORE Lab, Inc. for $23.5 Million
August 06 2012 - 8:00AM
Business Wire
CardioNet, Inc. (NASDAQ:BEAT), a leading wireless medical
technology company with an initial focus on the diagnosis and
monitoring of cardiac arrhythmias, announced today that it has
entered into a definitive merger agreement with cardioCORE Lab,
Inc., a leading centralized cardiac testing laboratory with
locations near Washington, D.C., San Francisco, CA and London,
UK.
The total consideration to be paid by CardioNet will be $23.5
million. At its option, CardioNet may pay up to $3.5 million of the
total consideration in the form of common stock. The transaction,
subject to customary closing conditions, is expected to close in
the third quarter of 2012.
Joseph Capper, President and Chief Executive Officer of
CardioNet, commented: “The acquisition of cardioCORE is an
important step toward achieving our previously announced strategic
objectives. We are now in an excellent position to leverage our
current technology and monitoring infrastructure into a large and
growing adjacent market. Additionally, this acquisition goes a long
way in mitigating some of our revenue concentration and
reimbursement risk. We are truly becoming a full-service cardiac
monitoring company.”
Jennifer Cotteleer, President and Chief Executive Officer of
cardioCORE, commented: “We are looking forward to joining forces
with CardioNet to continue the development of products and services
that support excellence in cardiac monitoring for clinical research
and patient care. The combined strength of the companies creates
the platform to produce ongoing innovation in support of this
goal.”
cardioCORE is expected to generate $19.0 to $20.0 million in
revenue and $3.5 to $4.0 million in EBITDA for the full year 2012.
CardioNet will provide additional information regarding the
expected financial impact of the transaction on its second half
results during its earnings conference call scheduled for August 8,
2012.
About CardioNet
CardioNet is a leading provider of ambulatory, continuous,
real-time outpatient management solutions for monitoring relevant
and timely clinical information regarding an individual's health.
CardioNet's initial efforts are focused on the diagnosis and
monitoring of cardiac arrhythmias, or heart rhythm disorders, with
a solution that it markets as Mobile Cardiac Outpatient TelemetryTM
(MCOTTM). More information can be found at
http://www.cardionet.com.
About cardioCORE
cardioCORE has provided superior centralized cardiac testing
services to the pharmaceutical industry for 18 years. Services
include centralized electrocardiography (ECG), Holter monitoring,
ambulatory blood pressure monitoring (ABPM), echocardiography
(ECHO), multigated acquisition scans (MUGA), protocol development,
and statistical analysis. The Company is experienced in cardiac
safety and efficacy testing in Phase I-IV and Thorough QT clinical
trials. These services are supported by the company’s advanced data
management system featuring the proprietary HolterGateway™ and
CardioPortal™. cardioCORE is headquartered in Rockville, Maryland,
with offices in South San Francisco, California and London,
England. www.cardiocore.com
Forward-Looking Statements
This document includes certain forward-looking statements within
the meaning of the “Safe Harbor” provisions of the Private
Securities Litigation Reform Act of 1995 regarding, among other
things, our growth prospects, the prospects for our products and
our confidence in the Company’s future. These statements may be
identified by words such as “expect,” “may,” “anticipate,”
“possible,” “estimate,” “potential,” “intend,” “plan,” “believe,”
“forecast,” “promises” and other words and terms of similar
meaning. Such forward-looking statements are based on current
expectations and involve inherent risks and uncertainties,
including important factors that could delay, divert, or change any
of them, and could cause actual outcomes and results to differ
materially from current expectations. These factors include, among
other things, the effect of the cardioCORE acquisition on our
business operations and successful integration into our
business,financial results, effectiveness of our efforts to address
operational initiatives, including cost savings initiatives that
affect our business, changes to insurance coverage, relationships
with our government and commercial payors and reimbursement levels
for our products, the success of our sales and marketing
initiatives, our ability to attract and retain talented executive
management and sales personnel, our ability to identify acquisition
candidates, acquire them on attractive terms and integrate their
operations into our business, the commercialization of new
products, market factors, internal research and development
initiatives, partnered research and development initiatives,
competitive product development, changes in governmental
regulations and legislation, the continued consolidation of payors,
acceptance of our new products and services and patent protection,
adverse regulatory action and litigation success. For further
details and a discussion of these and other risks and
uncertainties, please see our public filings with the Securities
and Exchange Commission, including our latest periodic reports on
Form 10-K and 10-Q. We undertake no obligation to publicly update
any forward-looking statement, whether as a result of new
information, future events, or otherwise.
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