BUFORD, GA – Theragenics Corporation®, a medical device company serving the surgical products and prostate cancer treatment markets, announced today that it completed the merger with Juniper Acquisition Corporation, an affiliate of Juniper Investment Company, LLC (“Juniper”). As a result of the merger, each outstanding share of common stock of the Company (other than shares held by Juniper Acquisition Corporation) was converted into the right to receive $2.20 per share in cash, and the Company has become a wholly owned subsidiary of an affiliate of Juniper.
As previously announced, the merger was approved by the Company’s stockholders at a special meeting of stockholders held on October 17, 2013. As a result of the merger, the Company’s stock will no longer be publicly traded. Senior management of all of the operating businesses, including CP Medical, Galt Medical, Needletech Products and the brachytherapy business will remain unchanged.
Commenting on the transaction, Frank J. Tarallo, the Company’s Chief Executive Officer, stated, “Theragenics will continue to build a leading medical device company that provides outstanding value to our customers. This begins with our employees who drive our success. We will continue to support our customers with focused product development along with our strong foundation of quality, dedication and service. We look forward to this next phase of our growth and the new opportunities we would not have had if we remained a public company.”
Mr. Tarallo continued, “Our fundamental business strategy will not change, including expanding the breadth of products in all of our surgical products businesses and increasing market share in brachytherapy. We are refining our previously announced plans to move certain Galt Medical operations offshore in order to maintain greater business continuity, minimize disruption to our customers and allow us to better control the process and outcomes.”
Alexis Michas of Juniper Investment Company said, “We are very pleased to complete the acquisition of Theragenics. The Company has an exciting future, and we will support the business plan to deliver profitable growth by providing outstanding products and outcomes for the Company’s customers. We are very impressed with the efforts to date of the Theragenics management to create a solid foundation which will help us build a much larger company.”
Stockholders of record will receive a letter of transmittal and instructions on how to surrender their shares of Company common stock to the paying agent in exchange for payment of the merger consideration. Stockholders of record should wait to receive the letter of transmittal before surrendering their shares.
Theragenics Corporation operates two business segments: its surgical products business and its brachytherapy seed business. The surgical products business (www.cpmedical.com, www.galtmedical.com, www.needletech.com) manufactures and distributes wound closure, vascular access, and specialty needle products. Wound closure products include sutures, needles and other surgical products. Vascular access includes introducers, guidewires and related products. Specialty needles include coaxial, biopsy, spinal and disposable veress needles, access trocars, radiofrequency devices, implanters, introducer products, and other needle-based products. The surgical products segment serves a number of markets and applications, including, among other areas, interventional cardiology, interventional radiology, vascular surgery, orthopedics, plastic surgery, dental surgery, urology, veterinary medicine, pain management, endoscopy, and spinal surgery. Theragenics’ brachytherapy business manufactures, custom loads, markets and distributes “seeds” used primarily in the minimally invasive treatment of localized prostate cancer. The Company’s brachytherapy product line (www.theragenicsbrachy.com) includes its palladium-103 TheraSeed® device and its iodine-125 AgX100® device. For additional information visit www.theragenics.com.
Certain matters discussed in this report may be forward-looking statements. These forward-looking statements are based on current expectations, estimates, forecasts and projections of future company or industry performance based on management’s judgment, beliefs, current trends and market conditions. Actual outcomes and results may differ materially from what is expressed, forecasted or implied in any forward-looking statement. Forward-looking statements may be identified by the use of words such as “will,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “seeks,” “estimates,” and similar expressions. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this document. These include, but are not limited to: (i) the outcome of any legal proceedings to the extent initiated against the Company and others following the announcement of the transaction cannot be predicted; (ii) the business of the Company may suffer as a result of uncertainty surrounding the transaction; and (iii) the Company may be adversely affected by other economic, business, and/or competitive factors. Other factors that could cause the Company’s actual results to differ materially from those expressed or implied are discussed under “Risk Factors” in the Company’s most recent annual report on Form 10-K and other filings with the SEC. The Company undertakes no obligation to update any forward-looking statements whether as a result of new information, future events or otherwise. Readers are cautioned not to place undue reliance on these forward-looking statements.