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Baxter acquires privately held Baxa, establishes investment arm
DEERFIELD, Ill.—Baxter International Inc. announced last month the signing of a definitive agreement to acquire privately held Baxa Corp., an Englewood, Colo.-based company focused on developing pharmacy technology to enhance the safety and efficiency of oral and IV dose preparation and delivery.
At the same time, Baxter also announced its establishment of Baxter Ventures, a joint venture that will invest up to $200 million in equity in promising early-stage companies developing therapies that complement the company's existing portfolio.
Baxter will acquire Baxa for a total upfront cash consideration of $380 million. The closing is subject to customary closing conditions as well as the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act.
"With this agreement, Baxa will be able to play a greater role in delivering safe medication practices," Greg Baldwin, Baxa chairman and CEO, said in a press release. "We are very pleased to find a partner that shares our commitment and sees the potential in our products, technology and people."
Baxa's annual sales in 2010 were approximately $150 million, and Baxter expects the acquisition of Baxa to be accretive to its future sales growth. The company also expects the acquisitive to be neutral to full-year 2012 earnings excluding dilution of approximately $0.03 to $0.05 per diluted share related to acquisition accounting and transaction-related expenses, and increasingly accretive in the following years.
Baxa's website states that its mission is "to be a great medical device company that continually improves and maximizes long-term value through lifetime partnerships with customers." The company's pharmacy products include automated compounding devices, dose management, pharmacy admixture tools, oral and enteral systems, automated filling systems and IV administration. Baxa also has a variety of nursing products, including supplies for neonatal feeding, oral and enteral systems and IV administration. Baxa's product line includes the ExactaMix Compounder, devices that work to automate multi- ingredient nutritional solution compounding, as well as its DoseEdge Pharmacy Workflow Manager, which provides an integrated system for managing IV and oral dose preparation activities.
"With these new offerings, Baxter will be able to provide a comprehensive solution to fulfill the majority of patients' nutritional requirements and increase efficiency in the pharmacy," said Robert M. Davis, president of Baxter's Medical Products business, in a press release regarding the acquisition. "Bringing this expertise together with Baxter's commercial capabilities and global reach will enable us to continue to meet our customers' evolving needs and extend our position in IV nutrition and fluid delivery."
The acquisition is a strong one for Baxter based on the extremely complementary nature of the two companies' businesses. Baxter's areas of expertise include anesthesia, clinical nutrition, infusion systems/IV tubing, pharmaceuticals, solutions and drug delivery.
When combined with the company's drug delivery systems and nutrition products—such as Baxter's multi-chamber, prefilled, premixed containers—Baxa's products will boost the company's portfolio and its strength in its areas of focus.
Premixed medications and pharmacy automation serve to minimize issues in the medication process, in terms of reducing errors in dosage and administration and improving effectiveness. Baxter's premixed multi-chamber containers include essential nutrients for a range of patients, and Baxa's integration and automation technology give hospital pharmacists the ability to customize treatments for specific patient populations.
Of Baxter Ventures, Robert L. Parkinson Jr., chairman and CEO of Baxter, said in a statement, "Baxter's mission is to apply innovative science to develop therapies and medical technologies that save and sustain patients' lives. As the company's internal capabilities have advanced our late-stage pipeline, we have the capacity to further accelerate the early- stage development of essential therapies."
Baxter Ventures will invest globally and focus on innovative technologies with sustainable long-term growth. The company has continued to grow its internal investments in R&D and to pursue business development initiatives, collaborations and alliances as part of its long-term growth strategy.
Baxter Ventures will report to Dr. Norbert Riedel, Baxter's chief scientific officer.
"Baxter Ventures will allow us to provide companies with promising, early-stage technologies with the capital and expertise needed to drive successful innovation," said Riedel. "Through this additional investment, Baxter will expand its internal pipeline with the goal of further strengthening the company's history of innovative 'firsts' in medical therapies."