NxStage to buy MediSystems

NxStage® Medical Announces Agreement to Acquire Medisystems Corporation and Certain Affiliated Entities
– Medisystems is a Leading Independent Provider of U.S. Dialysis

-- Expansion of Product Breadth and Vertical Integration Designed to
   Better Serve Customers

-- Expected to be Immediately Accretive and to Accelerate NxStage's
   Timeline to Profitability

LAWRENCE, Mass., June 4 /PRNewswire-FirstCall/ – NxStage Medical, Inc. (Nasdaq: NXTM), the manufacturer of the NxStage System One™ portable kidney dialysis machine, today announced that it had entered into a definitive agreement to acquire Medisystems Corporation and certain affiliated entities (“Medisystems”) for 6.5 million shares of NxStage common stock. The transaction is currently valued at approximately $78.7 million, based on closing stock price of $12.11 on June 4, 2007.

Headquartered in Seattle, Washington, Medisystems is a privately owned, developer, manufacturer and distributor of medical devices for use in dialysis and blood related treatments. Medisystems is a U.S. market leader in hemodialysis blood tubing sets, A.V. fistula needles, and other innovative ancillary hemodialysis disposables. Medisystems and NxStage have been business partners for seven years and Medisystems manufactures the cartridge used in the NxStage System One. Medisystems has manufacturing facilities in Mexico and Italy, as well as a customer service facility in Denver, all of which are being acquired by NxStage.

“This strategic acquisition is expected to transform NxStage into a leader in the dialysis industry. Through this transaction, we will gain scale, critical production control and an experienced leadership team that we believe will enhance our execution capabilities,” said Jeffrey H. Burbank, President & CEO of NxStage. “This transaction is beneficial to shareholders as we believe it will be immediately accretive and accelerate NxStage’s timeline to profitability, which we now expect to occur by the end of 2008. We expect that the financial and operational benefits delivered by this acquisition will significantly advance our mission to transform renal care.”

For 2006, Medisystems recorded $65.5 million in revenues, approximately $4.5 million of which was from Medisystems’ sales to NxStage. Medisystems’ sales are nearly all in the U.S., and predominantly made through distributors.

David S. Utterberg, Medisystems’ President & CEO, owns directly or indirectly all of the outstanding shares of Medisystems and is a member of NxStage’s Board of Directors. Mr. Utterberg currently owns approximately 7% of NxStage common stock and his total ownership would be approximately 23% of NxStage common stock as a result of this transaction. He will serve in a consulting capacity to the company for a two year period and will remain a NxStage director.

“Medisystems has been a key supplier to NxStage since 1999 and I have been an NxStage investor and director since 1998. I believe this merger is a strategic and cultural fit and that this transaction will deliver benefits to our employees and customers,” commented Mr. Utterberg. “I expect that the combined companies will enhance NxStage’s financial profile and position both businesses for further growth.”

Expected Benefits of the Acquisition
-- Industry Leadership:  Medisystems' products have a leading position in
   the U.S. dialysis industry, which we believe will provide NxStage the
   scale to be a leader in the industry.  With expected gains on a
   commercial, operational and financial scale, NxStage believes it will
   be better positioned to maintain its leadership position in the
   developing home hemodialysis market.
-- Strengthens Capabilities:  Medisystems brings depth in technology,
   manufacturing and leadership.  The Medisystems' brand has a leading
   position in the dialysis industry, with strong manufacturing
   capabilities and a history of innovation.  Medisystems' executive team
   brings a long track record of dialysis industry operating experience
   that is expected to complement NxStage's ability to execute.
-- Financially Attractive: The acquisition is expected to be immediately
   accretive and to accelerate NxStage's timeline to profitability,
   positioning NxStage to be profitable by the end of 2008.

The transaction is subject to the approval of NxStage’s shareholders, as well as customary closing conditions and anti-trust approvals, including expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. The transaction is expected to close in the last quarter of 2007.

Merrill Lynch acted as financial advisor to NxStage and rendered a fairness opinion to its Board of Directors.

Conference Call and Webcast

NxStage will host a conference call to discuss this announcement at 9:00 AM. Eastern Time on June 5, 2007. To listen to the conference call, please dial 800.573.4754 for domestic callers and 617.224.4325 for international callers. The passcode is 54039666. A replay of the conference call will be available beginning at 7:00 AM on June 6, 2007 by dialing 888-286-8010 (domestic) and 617-801-6888 (international), passcode 90138812. An online archive of the conference call will also be available by accessing the Investor Relations section of the company’s website at ir.nxstage.com.

About Medisystems Corporation:

Medisystems Corporation is a medical device company that develops, manufactures, imports and distributes medical devices, primarily for use in dialysis and related blood treatments. Medisystems is a market leader in the U.S. for hemodialysis bloodtubing sets, A.V. fistula needles, apheresis needles and other ancillary hemodialysis disposables in the United States. The company was incorporated in 1981 and is headquartered in Seattle, Washington with a client services group in Denver, Colorado. Medisystems’ manufacturing facilities are in Mexico, where Medisystems manufactures and assembles components and products; and in Italy, where Medisystems produces injection molded components for Medisystems’ finished products. For more information, visit www.medisystems.com.

About NxStage Medical:

NxStage Medical, Inc. (NASDAQ: NXTM) is a medical device company, headquartered in Lawrence, Massachusetts, USA, that develops, manufactures and markets innovative dialysis systems for the treatment of end-stage renal disease, or ESRD, and acute kidney failure. For more information on NxStage and its products, please visit the company’s website at www.nxstage.com.

Couldn’t post the whole press release because it was too long. You can read the whole press release at:


Oh, OH
guess it is too late now to buy NxStage stock…(CHEAP)
If this deal goes thru NXTM will be a money maker…


[QUOTE=HemoHelper;13798]Oh, OH
guess it is too late now to buy NxStage stock…(CHEAP)
If this deal goes thru NXTM will be a money maker…[/QUOTE]
I expect that’s the hope! :wink: