North American Scientific Signs Definitive Agreement to Divest Prostate Brachytherapy Product Line
February 11 2009 - 5:30PM
Business Wire
North American Scientific, Inc. (Nasdaq: NASM) announced today
that it has entered into a definitive agreement to sell its
prostate brachytherapy product line to Best Theratronics, Ltd.,
part of the TeamBest Family of Companies. These products currently
include Prospera� brachytherapy seeds, SurTRAK� needles and strands
and various accessories used primarily in the treatment of prostate
cancer. NASM will receive $5 million for the product line, with $2
million being paid at the closing of the transaction and the
remaining $3 million being paid in installments over the 12 month
period following the closing.
NASM�s board of directors has approved the transaction, which is
subject to approval by the stockholders of NASM and satisfaction of
other customary closing conditions. A meeting of NASM�s
stockholders to consider and vote on the proposed transaction will
be called and held as promptly as possible, consistent with the
requirements of the Securities and Exchange Commission ("SEC"), The
Nasdaq Stock Market and Delaware law. The transaction is expected
to close in April 2009. NASM and Best also entered into a short
term Management Agreement which provides that Best will manage
NASM�s prostate brachytherapy business from March 1, 2009 until the
closing of the transaction.
"This divestiture allows us to focus exclusively on our
implantable ClearPathTM devices which were developed to optimize
local radiation delivery for the treatment of breast cancer. We
believe that a focused effort on this exciting women�s health
opportunity will give us the best chance to deliver the shareholder
value that we strive for,� said John Rush, President & CEO.
�While we are confident that this is the right strategic direction
for our organization, these decisions are always difficult when it
comes down to customers and employees. This decision was made
somewhat easier knowing that TeamBest has an employee friendly,
customer focused culture throughout its organization.�
�We thank John Rush and the dedicated employees of NASI for
their contribution in the fight against cancer. We look forward to
providing NASI�s customers access to the TeamBest portfolio of
radiotherapy and diagnostic products across a wide variety of
clinical applications. This acquisition is a continuation of our
strategy to provide hospitals and clinicians one stop, low cost,
effective products and services," said Krishnan Suthanthiran,
President, Best Theratronics, Ltd.
About North American Scientific, Inc.
North American Scientific is an innovator in radiation therapy
in the fight against cancer. Its products provide physicians with
tools for the treatment of prostate and breast cancer. The Company
is gaining clinical experience with its ClearPath� multi-channel
catheter breast brachytherapy devices. They are the only such
devices approved for both high dose and continuous release, or low
dose, radiation treatments. The devices are designed to provide
flexible, precise dose conformance and an innovative delivery
system that is intended to offer the more advanced form of
brachytherapy for the treatment of breast cancer. Please visit
www.nasmedical.com for more information.
About Best Theratronics, Ltd.
Best Theratronics, Ltd. is a leader in external beam therapy and
self-contained irradiator products. External beam therapy equipment
is used in the treatment of cancer, and self-contained irradiators
are used for the irradiation of blood to prevent disease and for
research purposes. Best Theratronics along with the TeamBest family
of companies manufacture a wide array of radiotherapy products. In
addition to its facilities in Ottawa, Canada; the TeamBest family
of companies has manufacturing facilities in Dijon, France;
Springfield, Virginia; Pittsburg, Pennsylvania; Bristol, Rhode
Island; Taunton, Massachusetts; Gilberts, Illinois; Nashville,
Tennessee; and Norcross, Georgia.
For 30 years, the TeamBest family has served the medical
community with the highest quality products and unparalleled
customer service. Our products and services exemplify our
commitment to uncompromised quality and safety. For more
information, please visit www.teambest.com.
This press release may be deemed to be soliciting material
relating to the proposed asset sale by NASM. In connection with the
proposed transaction, NASM will file a proxy statement with the
SEC. INVESTORS AND SECURITY HOLDERS ARE STRONGLY ADVISED TO READ
THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE IT WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. Investors and
security holders may obtain a free copy of the proxy statement
(when available) and other documents filed by NASM at the SEC's
website at http://www.sec.gov. The proxy statement and other
relevant documents may also be obtained for free from NASM by
directing such request to 20200 Sunburst Street, Chatsworth, CA
91311, Attn: Chief Financial Officer. NASM�s directors and
executive officers may be deemed to be participants in the
solicitation of proxies from the stockholders of NASM in connection
with the proposed transaction. Information about the directors and
executive officers of NASM is set forth in the proxy statement for
NASM�s 2008 Annual Meeting of Stockholders, which was filed with
the SEC on March 31, 2008. Investors and security holders may
obtain additional information regarding the interest of such
participants by reading the proxy statement regarding the proposed
transaction when it becomes available.
Forward Looking Statements
Statements included in this release that are not historical
facts may be considered forward-looking statements that are subject
to a variety of risks and uncertainties. There are a number of
important factors that could cause actual results to differ
materially from those expressed in any forward-looking statements
made by the Company including, but not limited to, the impact of
competitive products and pricing, technological changes, changes in
relationships with strategic partners and dependence upon strategic
partners for the performance of critical activities under
collaborative agreements, the ability of the Company to
successfully directly market and sell its products, uncertainties
relating to patent protection and regulatory approval, the stable
supply of appropriate isotopes, research and development estimates,
market opportunities, risks associated with strategic opportunities
or acquisitions the Company may pursue and the risk factors
included in the Company�s filings with the Securities and Exchange
Commission. Any forward-looking statements contained in this news
release speak only as of the date of this release, and the Company
undertakes no obligation to revise or update any forward-looking
statements, whether as a result of new information, future results
or otherwise.
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