SHENZHEN, China, March 11 /Xinhua-PRNewswire-FirstCall/ -- Mindray Medical
International Limited (NYSE: MR), today announced a definitive agreement to
acquire Datascope Corp.'s (Nasdaq: DSCP) patient monitoring business, creating
upon completion the third-largest player in the global patient monitoring
device industry and furthering the company's goal of becoming a leading
provider of high-quality medical devices to markets worldwide. Datascope's
patient monitoring business achieved total revenues of US$161.3 million in
calendar year 2007, approximately the same revenues generated from Mindray's
home China market. The transaction is expected to be accretive to Mindray's
earnings per share on a non-GAAP basis starting in 2009.
Upon closing, Mindray expects to benefit from the synergies created by
combining Mindray's strong China-based engineering and production platforms
with Datascope's established brands, long standing reputation for high-quality
products and service, its large and established direct sales and service team
in the United States and Europe and both companies' leading R&D capabilities.
"This transaction represents a unique combination of strengths that will help
transform Mindray from a largely China-based company into a global leader, and
substantially further our strategy of building a leading on-the-ground
presence in the United States and Europe," said Mr. Xu Hang, Mindray's
chairman and co-chief executive officer. "Datascope customers should also
benefit from the combined company's expanded product lineup and enhanced
ability to tailor product functionality for specific end-user requirements,
and Mindray's customers in the United States and Europe will enjoy the support
of an established direct sales and service network."
The company plans to maintain Datascope's existing branded product lines and
to continue manufacturing Datascope products in the United States. David
Gibson, Datascope's vice president and president, patient monitoring division
& technology services division, will serve as the president of Mindray's
Datascope patient monitoring business unit upon completion of the transaction.
The existing management team is expected to continue post-closing without
significant changes along with the rest of the patient monitoring division
staff.
Currently, the majority of Datascope's patient monitoring revenue is
generated from sales in North America, with the remainder from markets largely
in Europe.
Mr. Li Xiting, Mindray's president and co-chief executive officer
commented, "This is an exceptional fit of complementary assets in the patient
monitoring industry. Datascope's strength in direct sales to under-300 bed
hospitals, its leading market share in key niche areas, and direct sales and
service team in the United States and Europe offer immediate cross-selling
opportunities for Mindray's high performance-to-price medical imaging systems.
Also, by leveraging Mindray's China-based R&D, we are positioned to tailor
existing Datascope models for new markets and enhance product functionality.
With our common culture of performance and dedication to meeting customer
needs, I am very optimistic for the future of the combined business."
Mr. Li noted that the combined company will enjoy leading market share in
specific sub-segments of the US patient monitoring market, such as ambulatory
surgery centers, the hospital anesthesia market and the vital signs monitoring
market as well as significant strength in centralized monitoring systems.
Commenting on the transaction, Larry Saper, chairman and chief executive
officer of Datascope said, "The addition of our Patient Monitoring business to
Mindray's business will create a global patient monitoring company better
positioned to serve the healthcare market and compete on a worldwide basis. We
expect our customers to continue to benefit from the high level of innovation,
quality and service long associated with the Datascope brand. We thank our
patient monitoring employees for their many years of loyal and dedicated
service to Datascope, and we look forward to a smooth transition as they
become important members of the growing Mindray organization."
Upon closing, the combined business will offer over 50 products across
Mindray's three product segments. Mindray will benefit from Datascope's
patient monitoring product pipeline as well as its existing innovative,
wireless monitoring solution, NetGuard, for detecting unexpected cardiac
events in previously unmonitored patients which recently received FDA approval.
The combined business will benefit from manufacturing synergies derived from
Mindray's efficient China-based component sourcing.
Upon completion of the transaction, Mindray will have approximately 4,100
employees.
Transaction Details
The acquisition consideration consists of $202 million in cash funded
through Mindray's internal cash and planned third-party borrowings. Datascope
will retain approximately $38 million of receivables generated by the Patient
Monitoring business.
The transaction has been approved by the Datascope and Mindray boards of
directors and is expected to close, subject to regulatory and other customary
closing conditions, in the second quarter of 2008. No approval by Mindray or
Datascope's shareholders is required. UBS Investment Bank acted as exclusive
financial advisor and O'Melveny & Myers LLP acted as exclusive legal advisor
to Mindray.
Conference Call Details
Mindray will hold an investor conference call and Q&A session at 8:00 AM
on March 11, 2008 U.S. Eastern Time (8:00 PM on March 11, 2008 Beijing/Hong
Kong Time).
Dial-in details for the earnings conference call are as follows:
US Toll Free: +1.866.713.8567
US Toll (International): +1.617.597.5326
Hong Kong Toll: + 852.3002.1672
Participant Passcode for all regions: Mindray
Additionally, a live and archived webcast of this conference call and a
downloadable presentation will be available on the Investor Relations section
of Mindray's website at http://www.mindray.com .
About Mindray
Mindray Medical International Limited is a leading developer, manufacturer
and marketer of medical devices in China with a significant and growing
presence worldwide. Established in 1991, Mindray offers a broad range of
products across three primary business segments: patient monitoring & life
support products, in-vitro diagnostic products, and medical imaging systems.
Mindray is headquartered in Shenzhen, China, and has 29 local sales and
service offices in China, as well as sales and service offices in Amsterdam,
Boston, Moscow, Istanbul, London, Mexico City, Mumbai, Sao Paulo, Seattle,
Toronto and Vancouver. For more information, please visit
http://www.mindray.com .
About Datascope Corp.
Datascope Corp. is the global leader of intra-aortic balloon
counterpulsation and a diversified medical device company that develops,
manufactures and markets proprietary products for clinical health care markets
in interventional cardiology and radiology, cardiovascular and vascular
surgery, anesthesiology, emergency medicine and critical care. The Company's
products are sold throughout the world through direct sales representatives
and independent distributors. Founded in 1964, Datascope is headquartered in
Montvale, New Jersey. For news releases, webcasts and other Company
information please visit Datascope's website, http://www.datascope.com .
Safe Harbor Statement
This press release contains forward-looking statements including those
with respect to Mindray's planned acquisition, including expectations that the
transaction will be accretive, the planned financing of the transaction, the
timing and anticipated synergies to the combined business and to Datascope's
and Mindray's customers. These and the other forward-looking statements
contained in this press release may not occur and actual results may differ
materially. The transaction may not close when expected or at all and is
subject to receipt of governmental approval and other customary closing
conditions. Among other risks Mindray may be unable to build a competitive
presence in the United States and Europe, to tailor products to satisfy
consumer demands and enhance product functionality, to maintain or retain
Datascope's existing product lines and personnel. The financial and other
success of the proposed transaction is dependent on the outlook regarding
market share in specific product markets and geographies, outlook regarding
drivers, developments and trends affecting the combined business's worldwide
markets, new product development and commercial launch dates. These
statements are based on information available at the time they are made and
are subject to a number of risks and uncertainties. Actual results could
differ materially from those anticipated by these forward-looking statements
as a result of a number of factors, some of which may be beyond the company's
control. Factors that affect Mindray's business operations and product
development, as well as a further list and description of risks and
uncertainties associated with Mindray's business, are discussed in its reports
filed with the Securities and Exchange Commission, including its most recent
annual report on Form 20-F. Mindray disclaims any intention or obligation to
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
For more information, please contact:
For investor inquiries:
In China:
Investor Relations
Mindray Medical International Limited
Tel: +86-755-2658-2518
Email: IR@Mindray.com
Justin Knapp
Ogilvy Public Relations Worldwide, Beijing
Tel: +86-10-8520-6556
Email: Justin.Knapp@Ogilvy.com
In the United States:
Jeremy Bridgman
Ogilvy Public Relations Worldwide, New York
Tel: +1-212-880-5363
For media inquiries:
Courtney Shike
Ogilvy Public Relations Worldwide, Beijing
Tel: +86-1391-1326-256
Email: Courtney.Shike@Ogilvy.com
SOURCE Mindray Medical International Limited