ev3 and FoxHollow Technologies Announce Completion of Merger
05 10월 2007 - 6:14AM
PR Newswire (US)
PLYMOUTH, Minn. and REDWOOD CITY, Calif., Oct. 4
/PRNewswire-FirstCall/ -- ev3 Inc. (NASDAQ:EVVV) and FoxHollow
Technologies, Inc. (NASDAQ:FOXH) announced today the successful
completion of their previously announced merger under which ev3 has
now acquired all the outstanding shares of FoxHollow common stock,
resulting in FoxHollow becoming a wholly owned subsidiary of ev3.
ev3 and FoxHollow have combined to create an organization that
possesses one of the largest U.S. distribution footprints in
endovascular devices with one of the broadest and most
technologically advanced product offerings. The company's combined
product portfolio will include a broad spectrum of products to
treat vascular disease in both the peripheral and neurovascular
markets, including atherectomy and thrombectomy, PTA balloons,
stents, embolic protection devices, infusion catheters/wires,
embolic coils and liquid embolics. Jim Corbett, Chairman of the
Board and Chief Executive Officer of ev3 commented, "We are
extremely pleased with the outcome of today's vote of the FoxHollow
stockholders and the timely completion of the transaction. This
merger brings together two industry leaders who share a deep
commitment to advancing the treatment of peripheral and
neurovascular disease, creating a single, best-in-class technology
resource for specialists who treat endovascular disease. Further,
the combination has produced a much more financially powerful
company, as we expect to generate significant annual cost savings
from enhanced efficiency of sales and marketing efforts, increased
purchasing scale, sourcing and logistics efficiencies and shared
administrative services. In addition to enhancing profitability,
this will allow for more opportunities for growth through internal
and external development programs. I want to thank our
stockholders, customers and dedicated employees for their support
throughout this process and look forward to a smooth integration."
Dr. John Simpson, the founder and former Chief Executive Officer of
FoxHollow, and the Vice Chairman of the Board and Chief Scientist
of ev3, said, "We are thrilled to be taking FoxHollow's fight
against peripheral vascular disease to the global stage. Once
integration activities are completed, the combined company will
have direct operations or independent distributor presence in over
60 countries with more than 1,500 employees. ev3's strong
international presence and sales infrastructure will be utilized to
increase penetration of the SilverHawk(TM) technology outside the
United States. Our total commitment is to advance the treatment of
this epidemic disease, and we look forward to making the scientific
and technological contributions needed to move patient treatment
forward." The combined company's ownership composition consists of
approximately 41 percent from FoxHollow stockholders and 59 percent
from ev3 stockholders. ev3's stockholders had previously approved
the issuance of shares in connection with the transaction by a
written consent action and FoxHollow's stockholders approved the
merger at a special meeting held today. Effective at the close of
business today, trading in FoxHollow common stock will be
discontinued. In addition to Dr. Simpson, who will serve as the
Vice Chairman of the Board, ev3 will add three other former
directors of FoxHollow to the ev3 Board -- Jeffrey B. Child,
Richard N. Kender and Myrtle S. Potter. About ev3 Inc. ev3 Inc. is
a global medical device company focused on endovascular
technologies for the minimally invasive treatment of vascular
diseases and disorders. ev3 and the ev3 logo are trademarks of ev3
Inc., registered in the U.S. and other countries. All trademarks
and trade names referred to in this press release are the property
of their respective owners. About FoxHollow Technologies FoxHollow
Technologies, Inc. develops and markets minimally invasive devices
for the removal of plaque and thrombus for the treatment of
peripheral artery disease (PAD). PAD results from plaque that
accumulates in the arteries and blocks blood flow in the legs.
These blockages can result in severe pain for patients and very
limited physical mobility. The company's SilverHawk Plaque Excision
System is a minimally invasive method of removing the obstructive
plaque and restoring blood flow to the legs and feet. The company's
Rinspirator thrombectomy system removes thrombus, or blood clots,
from occluded arteries in patients suffering from PAD or coronary
artery disease. Forward-Looking Statements This communication
contains "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements
include, but are not limited to, statements about the benefits of
the business combination transaction involving ev3 and FoxHollow,
the integration of the two businesses, potential synergies and cost
savings, future financial and operating results, ev3's plans,
objectives, expectations and intentions with respect to future
operations, products and services; and other statements identified
by words such as "anticipate," "believe," "plan," "estimate,"
"expect," "intend," "will," "should," "may," or words of similar
meaning and any other statements that are not historical facts.
Such forward- looking statements are based upon the current beliefs
and expectations of ev3's management and are inherently subject to
significant business, economic and competitive uncertainties and
contingencies, many of which are difficult to predict and generally
beyond the control of ev3. Actual results may differ materially
from the results anticipated in these forward-looking statements.
The following factors, among others, could cause actual results to
differ materially from the anticipated results or other
expectations expressed in the forward-looking statement: general
business and economic conditions; the competitive environment; the
failure to realize synergies and cost-savings from the transaction
or delay in realization thereof; the businesses of ev3 and
FoxHollow may not be combined successfully, or such combination may
take longer, be more difficult, time-consuming or costly to
accomplish than expected; and operating costs and business
disruption following the merger, including adverse effects on
employee retention and on ev3's and FoxHollow's business
relationships with third parties, including hospitals, physicians
and distributors. Additional factors that could cause ev3's results
to differ materially from those described in the forward-looking
statements can be found in the registration statement on Form S-4
that ev3 filed on August 17, 2007 (and all amendments and
supplements thereto), ev3's and FoxHollow's Annual Reports on Form
10-K for the year ended December 31, 2006, and ev3's Quarterly
Reports on Form 10-Q for the quarters ended April 1, 2007 and July
1, 2007 and FoxHollow's Quarterly Reports on Form 10-Q for the
quarters ended March 31, 2007 and June 30, 2007, which were filed
by ev3 with the Securities and Exchange Commission and are
available at the SEC's web site at http://www.sec.gov/. The
information set forth herein speaks only as of the date hereof, and
ev3 and FoxHollow disclaim any intention or obligation to update
any forward looking statements as a result of developments
occurring after the date of this communication. Contacts: Patrick
Spangler Senior Vice President, Chief Financial Officer and
Treasurer of ev3 Inc. (763) 398-7000 Media Relations: Laura Nobles
Nobles Communications (310) 795-0497 Investor Relations: Marian
Briggs Padilla Speer Beardsley (612) 455-1742 DATASOURCE: FoxHollow
Technologies, Inc. CONTACT: Patrick Spangler, Senior Vice
President, Chief Financial Officer and Treasurer of ev3 Inc.,
+1-763-398-7000, , or Media Relations, Laura Nobles of Nobles
Communications, +1-310-795-0497, , or Investor Relations, Marian
Briggs of Padilla Speer Beardsley, +1-612-455-1742, Web site:
http://www.foxhollowtech.com/
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