Spire Corp. (NSDQ:SPIR) closed the sale of its hemodialysis catheter business to a division of C.R. Bard (NYSE:BCR) Dec. 16, after postponing the merger several times and agreeing to accept $2.5 million less than the original offer.
In September 2009, Spire agreed to sell the seven-year-old operation to the Salt Lake City-based device maker’s Bard Access Systems division for $15 million, so it could focus on its core solar energy business.
But according to a regulatory filing, just ahead of the original Sept. 30 deadline the companies agreed to extend the closing date to Oct. 31. A day before that deadline fell, they extended it again, to Nov. 30, and on that day pushed it back yet again, this time to Dec. 11. The deal finally closed Dec. 16, but for less than the initial price.
Under the original terms of the deal, Bard Access Systems was to pay Spire $14.9 million in cash and another $100,000 to a pair of employees as compensation for non-compete contracts. The final terms of the deal, however, had Bard paying $9.4 million at closing to Spire, $3 million in future milestone payments and the $100,000 non-compete payments.
And there was another wrinkle, involving the recall of one of the unit’s products. Spire said a portion of the catheter business assets were transferred at closing, with the remainder to be transferred once the recall is complete, expected during the second quarter, according to a press release.
"Until the remaining assets are transferred by Spire, Spire will continue to manufacture and supply to Bard Access Systems certain hemodialysis catheter products under the terms of an exclusive distribution agreement," the release stated. Spire’s biomedical coatings business is still operating.
Spire chairman and CEO Roger Little said the deal allows his firm to focus on its core solar energy business, where it sees significant opportunity in coming years as the gap widens between solar energy demand and supply.
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