Royal Philips Electronics announced a merger agreement with clinical IT and service provider VISICU Inc. through which Philips is offering to acquire the entire share capital of VISICU for USD 12.00 per VISICU share. By integrating VISICU’s remote patient monitoring and clinical decision support technology with Philips’s patient monitors, both companies expect to accelerate growth by offering products that provide more effective clinical decision support to hospital staff, while allowing them to monitor far greater numbers of critically ill patients. The board of directors of VISICU has approved the transaction and has recommended that VISICU shareholders vote their shares in favor of the merger.
Philips’s cash offer represents an enterprise value of approximately USD 300 million (approximately EUR 200 million), when accounting for approximately USD 130 million in cash on VISICU’s balance sheet as of September 30, 2007. Closing of the merger is subject to the terms and conditions of the merger agreement, the approval of VISICU’s shareholders, and to customary regulatory clearance. The transaction is expected to close in the first quarter of 2008.
In commenting on the transaction, Steve Rusckowski, CEO of Philips Healthcare said that this deal builds on Philips’s announcement two weeks ago that they’re acquiring another clinical IT company, Emergin. "Philips is a market leader in patient monitoring systems in the hospital, so we know the challenges our customers face – rising patient numbers, staff shortages and concerns about patient safety. By investing in clinical IT solutions like those offered by VISICU and Emergin, we believe we can offer customers more attractive patient monitoring solutions that improve hospital productivity as well as patient outcomes. So making these investments we believe will drive further growth in our patient monitoring business," Rusckowski said.
On the other hand, commenting on this announcement, VISICU chairman and CEO, Frank T. Sample said at VISICU, they have a long and successful track record of developing innovative solutions to enhance the delivery of patient care within the ICU resulting in significant improvements in clinical outcomes and saving more lives. "We’re excited to be teaming up with Philips – a global leader in patient monitoring – as it will give us the opportunity to build on Philips’s extensive market presence to grow beyond our current focus on the ICU and US market. As a result the Board will recommend approving the merger to our shareholders," Sample adds.
Based in Baltimore, Maryland, VISICU is a leader in clinical IT systems that enable critical care medical staff to actively monitor patients in hospital intensive care units (ICUs) from remote locations. The company’s patented clinical IT system, called the eICU Program, provides real time, 24x7 patient monitoring in ICUs, and can be likened to an air-traffic controller’s station by centrally networking critical care physicians and nurses to ICU beds using voice and video.
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