Sybron Dental Specialties, Inc. Succeeds in Offer for Innova LifeSciences Corporation

Sybron Dental Specialties, Inc. Succeeds in Offer for Innova LifeSciences Corporation
TORONTO--(BUSINESS WIRE)--Oct. 15, 2004
Sybron Dental Specialties, Inc. (NYSE:SYD) ("Sybron") today announced that it has been successful in the offer (the "Offer") made by its indirect wholly-owned subsidiary, Sybron Canada Limited, to acquire Innova LifeSciences Corporation ("Innova"). The Offer was made at a price of $1.4106 in cash per common share. 39,363,764 of the common shares of Innova, being approximately 94.18% of the issued and outstanding common shares on a fully diluted basis, have been deposited to the Offer.
Sybron announced that it intended to make the Offer on August 23, 2004 and the take-over bid circular was mailed to Innova's shareholders on September 9, 2004. The deposit to the Offer of 66 2/3% or more of the shares of Innova was a condition of the Offer. As a result of today's announcement, Sybron has now declared its Offer for Innova to be wholly unconditional, and it has instructed the Depositary, Computershare Trust Company of Canada, to take up and pay for all the shares deposited to the Offer. Payment to Innova's shareholders who deposited their common shares to the Offer will be made by the Depositary as soon as reasonably practicable.
Sybron Canada now intends to exercise its statutory rights under the Business Corporations Act (Ontario) to compulsorily acquire all of the common shares of Innova that have not been deposited to the Offer and will also seek to de-list Innova's shares from the Toronto Stock Exchange.
"The addition of Innova provides Sybron with a premier vehicle for participating in the rapidly growing dental implant market, said Floyd W. Pickrell, Jr., Chief Executive Officer of Sybron. We are pleased to make this acquisition in a manner that will enable it to be accretive in a short timeframe. Innova has a premium, highly differentiated product line that offers significant advantages to the clinician. We intend to manage this product line in a manner similar to our endodontic business, with a dedicated direct sales force and aggressive investment in new product development. This strategy has enabled us to generate strong double-digit growth in our direct sale endodontic product line over the past two years, and we believe Innova will deliver similar results for Sybron as we add more sales reps and they become fully productive."
Expected benefits from this acquisition include the following:
- A strong presence in one of the fastest growing areas of dentistry. The worldwide dental implant market is estimated at US $1.2 billion and growing at a compound annual rate of more than 15%.
- Entree to two new specialty markets that are the largest users of dental implants -- oral surgeons and periodontists -- that will provide cross-sell opportunities for Sybron's other product lines, such as the recently acquired Bioplant synthetic bone regeneration product line used in dental implant procedures.
- The addition of a robust new product pipeline that will allow Sybron to remain at the forefront of emerging trends in the dental implant industry. Innova is preparing to launch the Endopore Hybrid implant, which provides dentists with a product that combines the unique biomechanical properties of the Endopore implant with the immediate stabilizing feature of threaded implants. An esthetic implant is also in development for introduction in 2005.
- Sybron's financial resources will enable Innova to increase its marketing and distribution network allowing it to capitalize on more opportunities in the worldwide dental implant market.
Michael Kehoe, the current CEO of Innova, will continue to manage the dental implant business. "We are very pleased to join forces with Sybron Dental Specialties," said Mr. Kehoe. "For the past several years, Innova has built a strong reputation for quality and innovation in the dental implant market and attracted a growing number of practitioners to our products. With the resources provided by Sybron, we believe we can significantly broaden our reach over the next few years and capture additional market share both domestically and internationally."
Additional information about the Offer and copies of the take-over bid circular may be obtained at www.sedar.com.
About Sybron Dental Specialties
Sybron Dental Specialties (www.sybrondental.com) and its subsidiaries are leading manufacturers of value-added products for the dental and orthodontic professions and products for use in infection control. Sybron Dental Specialties develops, manufactures, and sells through independent distributors a comprehensive line of consumable general dental and infection prevention products to the dental industry worldwide. It also develops, manufactures, markets and distributes an array of consumable orthodontic and endodontic products worldwide.
About Innova LifeSciences Corporation
Innova (www.innovalife.com) specializes in the development, manufacture and global marketing of proprietary medical devices and technologies, and is committed to continued profitable growth by advancing its technology, enriching its value proposition for customers and adding innovative complementary technologies. Endopore, Innova's brand name dental implant system, is now used by dental professionals in more than 20 countries as a preferred technology to anchor dental prostheses such as dentures, partial plates, bridgework and single teeth. A Canadian company, Innova was founded in 1988 and its technologies are approved by a wide range of health authorities, including the United States Food and Drug Administration.