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Integra LifeSciences Announces Agreement to Acquire Newdeal Technologies: Leading Marketer of Products for Reconstructive Surgery


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Press Release

Nov 14, 2004

Integra LifeSciences Announces Agreement to Acquire Newdeal Technologies: Leading Marketer of Products for Reconstructive Surgery

Integra LifeSciences Announces Agreement to Acquire Newdeal Technologies: Leading Marketer of Products for Reconstructive Surgery

PLAINSBORO, N.J., Nov. 14, 2004 (PRIMEZONE) -- Integra LifeSciences Holdings Corporation (Nasdaq:IART) announced today that it has agreed to acquire the Newdeal group of companies ("Newdeal") for EUR 38.5 million (approximately $50 million at today's exchange rate) in cash, subject to certain adjustments.

Newdeal, based in Lyon, France, is a leading developer and manufacturer of specialty implants and instruments specifically designed for foot and ankle surgery. Newdeal's products include a wide range of products for the forefoot, the mid-foot and the hind foot, including the Bold&reg; Screw, Hallu-Fix&reg; plate system and the HINTEGRA&reg; total ankle prosthesis. The company sells its products through a direct sales force in France, Belgium and the Netherlands, and through distributors in more than 30 countries, including the United States and Canada. Newdeal's target physicians include orthopedic surgeons specializing in injuries of the foot, ankle and extremities, as well as podiatric surgeons, of which there are 3,200 and 2,400, respectively, in the United States. The current products address an approximately $500 million worldwide market.

"The acquisition of Newdeal presents a variety of exciting opportunities for both Integra and Newdeal," said Stuart M. Essig, Integra's President and Chief Executive Officer. "We will supplement our direct sales force in Europe and increase revenues outside the United States. We also expect to benefit from the synergy between Newdeal's reconstructive foot and ankle fixation products and our regenerative products like the INTEGRA&reg; Dermal Regeneration Template, the INTEGRA&reg; Bilayer and single-layer Matrix Wound Dressings, NeuraGen™ and NeuraWrap™, which are used in the treatment of chronic and traumatic wounds of the foot and ankle. We and the management of Newdeal will work together to integrate Newdeal into Integra so that the combined business can maximize these revenue synergies."

An experienced senior management team runs the Newdeal group with more than fifty years cumulative experience in the orthopedics device industry. Upon closing, the current management of Newdeal will join the leadership team at Integra. The company name will remain unchanged.

Newdeal, which outsources all of the manufacturing, packaging and sterilization of its products, has a full pipeline of products under development for the continued expansion of their product offering for the foot and ankle. Newdeal has 38 employees.

"We are very excited to become part of the Integra LifeSciences family of companies," said Eric Fourcault, President and Chief Executive Officer of Newdeal. "We look forward to expanding our business within Integra, and combining our experience in specialty orthopedic implants with Integra's portfolio of tissue-engineered products. Together we will be able to offer a broad package of solutions to orthopedic, reconstructive and podiatric surgeons."

Newdeal generated sales of approximately EUR 13.8 million ($18.0 million at current exchange rates) and EBITDA (earnings before interest, depreciation, and amortization) of approximately EUR 5.4 million ($7 million at current exchange rates) for the twelve months ended September 30, 2004. Historical revenue growth rates have been in excess of 20%.

As the transaction is not expected to close until early January, 2005, our guidance for the fourth quarter of 2004 remains unchanged, with total revenues in the range of $60 million to $63 million and earnings per share of $0.27 to $0.29, after giving effect to the EITF Issue 04-08 change in accounting for the company's contingent convertible notes.

We are updating our guidance assuming the transaction closes as scheduled. Total revenues in 2005 are expected to be between $290 million and $300 million. Consolidated gross margin is expected to be 64%. Earnings per diluted share are expected to be within a range of $1.37 to $1.42 per share in 2005 after giving effect to the change in accounting for the company's contingent convertible notes.

Integra LifeSciences Holdings Corporation is a diversified medical technology company that develops, manufactures, and markets medical devices for use in a variety of applications. The primary applications for our products are neuro-trauma and neurosurgery, plastic and reconstructive surgery and general surgery. Integra is a leader in applying the principles of biotechnology to medical devices that improve patients' quality of life. Our corporate headquarters are in Plainsboro, New Jersey, and we have manufacturing and research facilities located throughout the world. We have approximately 1,200 employees. Please visit our website at (http://www.Integra-LS.com) and Newdeal's website at (http://www.newdeal.info).

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements concerning expectations for future financial results, including revenues, gross margins and earnings. Such forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from predicted or expected results. Among other things, Integra's ability to maintain relationships with customers of acquired entities may adversely affect Integra's future revenues; Integra's ability to increase sales and product volumes may adversely affect its future gross margins; and Integra's ability to integrate acquired businesses, increase product sales and gross margins, and control its non-product costs will affect its earnings per share. In addition, the economic, competitive, governmental, technological and other factors identified under the heading "Factors That May Affect Our Future Performance" included in the Business section of Integra's Annual Report on Form 10-K for the year ended December 31, 2003 and information contained in subsequent filings with the Securities and Exchange Commission could affect actual results.

CONTACT: Integra LifeSciences Holdings Corporation
John B. Henneman, III
Executive Vice President
Chief Administrative Officer
(609) 936-2481
jhenneman@Integra-LS.com



Maria Platsis
Director of Corporate Development and Investor Relations
(609) 936-2333
mplatsis@Integra-LS.com