06.03.2008 11:00:00
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Analogic Corporation Signs Agreement to Acquire Copley Controls Corporation, a Leading Supplier of Gradient Amplifiers for MRI Systems
Analogic Corporation (NASDAQ: ALOG) announced today that it has entered
into an agreement to acquire privately held Copley Controls Corporation
of Canton, Massachusetts, a leading supplier of gradient amplifiers for
Magnetic Resonance Imaging (MRI), and precision motion control systems.
The purchase price is approximately $68.75 million cash and up to an
additional $1.8 million to reimburse Copley shareholders for the tax
consequences of the transaction. Copley will become a wholly owned
subsidiary of Analogic. The transaction is expected to close in early
April 2008, and will be subject to customary closing conditions,
including the expiration or termination of the waiting period under the
Hart-Scott Rodino Antitrust Improvements Act. The purchase price and
additional reimbursement to be paid to Copley shareholders will be
funded out of Analogic’s available cash and
the transaction is not subject to financing conditions.
Analogic is a leading Original Equipment Manufacturer (OEM) supplier of
Radio Frequency (RF) amplifiers for MRI systems. Copley, founded in
1984, is a leading supplier to OEMs of gradient amplifiers for MRI
systems. In addition to its Canton headquarters, Copley has offices and
local technical support in the United States, Europe, and Asia,
comprising approximately 250 employees worldwide. Copley’s
revenues for the calendar year 2006 were $73.6 million; preliminary
calendar year 2007 revenues are estimated to be $83 million. Analogic
estimates that revenues related to the acquisition in calendar year 2008
will be in excess of $85 million and, excluding one-time purchase
accounting adjustments, accretive to earnings in Analogic’s
fiscal year 2008 and fiscal years thereafter.
Analogic President and CEO Jim Green said, "This
is a very important step forward for Analogic as we augment organic
growth with ‘good fit’
acquisitions that complement our core businesses. Our acquisition of
Copley Controls combines two companies with strong engineering resources
focused on high-value precision systems. The addition of Copley, with
its leading-edge technology in high-field gradient amplifiers and its
solid customer base, will enable Analogic to expand our product
offerings to our OEM customers, open up new opportunities in Asia, and
enhance our position as a leading provider of medical subsystems for MRI
scanners.” "Joining Analogic is a natural fit for us,”
noted Matthew Lorber, President of Copley Controls. "The
blending of our companies and technologies will benefit both our
customers and Analogic’s. Copley’s
products complement Analogic’s existing
products and customer base. Our top-of-the-line systems and talented
engineering team, combined with Analogic’s
excellent reputation in the industry, its advanced technology, and well
established market presence, will create new business opportunities.” Conference Call
Analogic will conduct an investor conference call on Thursday, March 6,
2008 at 11:00 a.m. ET to discuss the results for the second quarter, the
agreement to acquire Copley Controls, and other recent developments. To
participate in the conference call, dial 1-866-823-6992, or
1-334-323-7225 for international callers, approximately ten minutes
before the conference is scheduled to begin. Inform the operator that
you wish to join the Analogic conference, Passcode 03391. You will then
be asked for your name, organization, and telephone number and be
connected to the conference. Presentation materials related to quarterly
financial information will be posted on the Company’s
website at www.analogic.com. To
listen to the live audio webcast in listen-only mode, visit www.analogic.com
approximately ten minutes before the conference is scheduled to begin.
A telephone digital replay will be available approximately two hours
after the call is completed through midnight (ET) Thursday, March 27,
2008. To access the digital replay, dial 1-877-919-4059, or
1-334-323-7226 for international callers. The conference ID number is
13103403.
A replay of the conference call webcast will be archived on the Company’s
website at www.analogic.com
approximately three hours after the call is completed and will be
available through midnight (ET) Thursday, March 27, 2008.
For more information on the conference call, visit www.analogic.com,
call 978-326-4213, or email proberts@analogic.com.
About Analogic
Analogic Corporation is a leading designer and manufacturer of advanced
health and security systems and subsystems sold primarily to OEMs. The
Company is recognized worldwide for advancing the state of the art in
Automatic Explosives Detection, Computed Tomography (CT), Digital
Radiography (DR), Ultrasound, Magnetic Resonance Imaging, Patient
Monitoring, and Advanced Signal Processing. For more information, visit www.analogic.com.
Forward-Looking Statements
Any statements in this press release about future expectations, plans,
and prospects for Analogic Corporation (the "Company”),
including statements about orders for the Company’s
products, statements about shipments and installation of the Company’s
products, and other statements containing the words "believes,” "anticipates,” "plans,” "expects,” and
similar expressions, constitute forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Actual
results may differ materially from those indicated by such
forward-looking statements as a result of various important factors,
including risks relating to technology development and
commercialization, risks in product development, limited demand for the
Company’s products, risks associated with
competition, uncertainties associated with regulatory agency approvals,
competitive pricing pressures, downturns in the economy, the risk of
potential intellectual property litigation, and other factors discussed
in our most recent quarterly report filed with the Securities and
Exchange Commission. In addition, the forward-looking statements
included in this press release represent the Company’s
views as of March 6, 2008. The Company anticipates that subsequent
events and developments will cause the Company’s
views to change. However, while the Company may elect to update these
forward-looking statements at some point in the future, the Company
specifically disclaims any obligation to do so. These forward-looking
statements should not be relied upon as representing the Company’s
views as of any date subsequent to March 6, 2008.
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