Hansen Medical Announces Expanded Agreement With Intuitive Surgical
Intuitive Surgical to Pay 20 Million to Acquire an Extended License to Certain Patents in Hansen Medical's Patent Portfolio and Purchase 10 Million of Hansen Medical Stock
MOUNTAIN VIEW, CA, Oct 31, 2012 (Menafn - MARKETWIRE via COMTEX) --Hansen Medical, Inc. HNSN, a global leader inintravascular robotics, today announced it has signed an updatedlicense agreement with Intuitive Surgical ISRG.
Under the terms of the updated agreement, Intuitive Surgical'sexisting co-exclusive rights to Hansen Medical's patent portfolio tocertain non-vascular approaches have been extended to include patentsfiled by Hansen Medical subsequent to the original 2005 agreement upto and including the period three years subsequent to this update.Hansen Medical retains the right to use its intellectual property forall clinical applications. This agreement is an update to theco-exclusive license agreement signed by the companies in 2005.
Intuitive Surgical will pay Hansen Medical a 20 million up frontlicense fee and will purchase 5,291,005 shares of Hansen Medicalcommon stock for 10 million through a private placement transaction.The shares were priced at 1.89, which represents a 5 percent premiumto the trailing 10-day average of Hansen Medical's closing bid priceon the Nasdaq Capital Market on October 26, 2012. The shares aresubject to an 18-month lock-up period.
"We are pleased to have this opportunity to deepen our relationshipwith Intuitive Surgical," said Bruce Barclay, President and CEO ofHansen Medical. "We view this transaction as a significant validationof our technology from the global pioneer in medical robotics.Importantly, the capital received as part of this agreement willfurther strengthen our balance sheet, with a significant portion ofthe new capital being non-dilutive to our current shareholders. Givenour strategic focus on intravascular robotics, a large and growingmarket with a significant unmet clinical need, this capital willfurther support our global launch of the Magellan(TM) RoboticSystem."
Under terms of the agreement the 10 million private placement closedon Monday October 29, 2012, and the 20 million upfront license feewill be paid on Friday, November 2, 2012.
About Hansen Medical, Inc. Hansen Medical, Inc., based in MountainView, California, is the global leader in intravascular robotics,developing products and technology designed to enable the accuratepositioning, manipulation and control of catheters and catheter-basedtechnologies. The Company's Magellan(TM) Robotic System,NorthStar(TM) Robotic Catheter and related accessories, which areintended to facilitate navigation to anatomical targets in theperipheral vasculature and subsequently provide a conduit for manualplacement of therapeutic devices, have undergone both CE marking and510(k) clearance and are commercially available in the EuropeanUnion, and the U.S. In the European Union, the Company's Sensei(R) XRobotic Catheter System and Artisan Control Catheter are cleared foruse during electrophysiology (EP) procedures, such as guidingcatheters in the treatment of atrial fibrillation (AF), and theLynx(R) Robotic Ablation Catheter is cleared for the treatment of AF.This robotic catheter system is compatible with fluoroscopy,ultrasound, 3D surface map and patient electrocardiogram data. In theU.S. the Company's Sensei X Robotic Catheter System and ArtisanControl Catheter were cleared by the U.S. Food and DrugAdministration for manipulation and control of certain mappingcatheters in EP procedures. In the United States, the Sensei Systemis not approved for use in guiding ablation procedures; this useremains experimental. The U.S. product labeling therefore providesthat the safety and effectiveness of the Sensei X System and ArtisanControl Catheter for use with cardiac ablation catheters in thetreatment of cardiac arrhythmias, including AF, have not beenestablished. Additional information can be found atwww.hansenmedical.com.
Forward-Looking Statements This press release containsforward-looking statements regarding, among other things, statementsrelating to goals, plans, objectives, milestones and future events.All statements, other than statements of historical fact, arestatements that could be deemed forward-looking statements, includingstatements containing the words "plan," "expects," "potential,""believes," "goal," "estimate," "anticipates," and similar words.These statements are based on the current estimates and assumptionsof our management as of the date of this press release and aresubject to risks, uncertainties, changes in circumstances and otherfactors that may cause actual results to differ materially from theinformation expressed or implied by forward-looking statements madein this press release. Examples of such statements include statementsabout the potential benefits of our technology and the value of ourintellectual property portfolio. Important factors that could causeactual results to differ materially from those indicated by suchforward-looking statements include, among others: engineering,regulatory, manufacturing, sales and customer service challenges indeveloping new products and entering new markets; potential safetyand regulatory issues that could slow or suspend our sales; theeffect of credit, financial and economic conditions on capitalspending by our potential customers; the uncertain timelines for thesales cycle for newly introduced products; the rate of adoption ofour systems and the rate of use of our catheters; the scope andvalidity of intellectual property rights applicable to our products;competition from other companies; our ability to recruit and retainkey personnel; our ability to maintain our remedial actions overpreviously reported material weaknesses in internal controls overfinancial reporting; our ability to manage expenses and cash flow,and obtain additional financing; and other risks more fully describedin the "Risk Factors" section of our Quarterly Report on Form 10-Qfor the quarter ended June 30, 2012 filed with the SEC on August 9,2012 and the risks discussed in our other reports filed with the SEC.Given these uncertainties, you should not place undue reliance on theforward-looking statements in this press release. We undertake noobligation to revise or update information herein to reflect eventsor circumstances in the future, even if new information becomesavailable.
Hansen Medical, Heart Design (Logo), Hansen Medical (with HeartDesign), Sensei and Lynx are registered trademarks, and Magellan andNorthStar are trademarks of Hansen Medical, Inc. in the United Statesand other countries.
Peter J. Mariani
Chief Financial Officer
Hansen Medical, Inc.
FTI Consulting, Inc.
SOURCE: Hansen Medical, Inc.
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