Only a week after Bio-Imaging Technologies announced a name change to BioClinica and alluded to future acquisitions, the contract research organization (CRO) announced this morning its intent to acquire troubled eClinical vendor etrials Worldwide.
Under the terms of the acquisition agreement, the sale will be consummated through a tender offer for all outstanding shares of etrials stock. For each share of etrials stock, shareholders will receive 0.124 shares of newly issued Bio-Imaging common stock, 0.076 shares of newly issued Bio-Imaging preferred stock, and $0.15 in cash, which equates to a value of $0.9068 per share for etrials, representing a 27% premium to the average closing price for the past 30 days. Stockholders with 33% of etrials outstanding shares have already agreed to tender their shares, and the tender offer is expected to expire on or about June 15, 2009.
Morrisville, N.C.-based etrials has struggled in recent months, reporting in March a $15.8-million loss for 2008. The eClinical company posted losses for every quarter of 2008 and lost three senior executives (CEO, COO and CFO) last summer.
BioClinica did not comment on the etrials acquisition but in an interview with CenterWatch last week, BioClinica president and CEO Mark Weinstein discussed his company’s plans to acquire other companies.
“It’s a very interesting time in the marketplace. A lot of people would say it’s not a great time. I can’t tell you that I’m happy that my stock price has come down with everybody else’s, but I will tell you that having $15 million in the bank, being a public company, not having any debt, being profitable and growing puts us in a very interesting position because there are a number of good companies out there in a different stage of their life cycle where the storyboard that they laid out two years ago is no longer feasible,” Weinstein said.