Spire: Agreement to Sell Hemodialysis Catheter Business
Spire Corporation, a global solar company providing capital equipment to manufacture photovoltaic (PV) modules, turnkey manufacturing lines and solar PV systems, today reported it has reached an agreement with Bard Access Systems, Inc. to sell substantially all of the assets of its hemodialysis catheter business. The purchase price payable under the purchase agreement is $15.0 million, including $14.9 million payable at closing to Spire and $100,000 to be paid to two employees of Spire, as consideration for their execution of non-competition agreements. The purchase price is subject to adjustment in the event that the value of the inventory delivered at closing is less than the estimated value of the inventory as of September 4, 2009. The closing of the transactions contemplated by the purchase agreement, subject to the satisfaction of closing conditions, is expected to occur before September 30, 2009.
Under the agreement, Bard Access Systems will also receive a license and a sublicense in the field of hemodialysis catheters to use certain intellectual property used by Spire in its Surface Treatment Business, which provides coating and surface modification services primarily to medical device customers. However, Spire will retain all rights to this licensed intellectual property outside the field of hemodialysis catheters, and otherwise will continue normal operation of this business.
Roger G. Little, Chairman and CEO of Spire Corporation, stated, “The divestiture of the hemodialysis catheter business at this time is clearly in Spire’s best strategic interest. We continue to see tremendous opportunity in the solar market and can better capitalize on these opportunities with a more focused approach. In the next several years, a significant shortfall is expected between the increase in demand for solar energy and available production capacity, especially in the United States, leading to significant factory expansion and demand for new Spire Solar capital equipment and turnkey production lines. In addition to strengthening our cash position, this transaction will allow us to properly align our priorities and resources in order to capture the substantial growth opportunities in the solar market.”
Mr. Little added, “In the seven years since we entered the medical products business, we have built a broad portfolio of hemodialysis catheter products. We are pleased that the product line has found such a good home with Bard Access Systems.”
About Spire Corporation
Spire Corporation is a global solar company providing capital equipment to manufacture PV modules, turnkey manufacturing lines and solar PV systems. Spire Semiconductor provides processing technology for Spire’s silicon solar cell lines and produces gallium arsenide cells for solar concentrator systems. For corporate or product information, contact Spire Corporation at 781-275-6000, or visit www.spirecorp.com.
Certain matters in this news release may contain forward-looking statements within the meaning of the federal securities laws. These statements reflect the Company’s current views with respect to future events and are based on its management’s current assumptions and information currently available. Actual results may differ materially due to numerous factors including, without limitation, the ability of Spire and Bard to satisfy the conditions to the proposed transaction; risks associated with market and economic conditions; the risks and uncertainties described in the Company’s annual report on Form 10-K for the year ended December 31, 2008; and other factors identified from time to time in the Company’s periodic filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements contained herein.
Source: Spire Corporation
Christian Dufresne, 781-275-6000
Chief Financial Officer & Treasurer