Orangeburg, NY – July 5, 2011 – PhotoMedex, Inc. (“PhotoMedex”), a leader in the development of proprietary excimer lasers, light emitting diodes systems and skin care products for dermatological applications, announced the signing of an Agreement and Plan of Merger with Radiancy, Inc. (“Radiancy”). Radiancy is a rapidly growing global direct-to-consumer and dermatological products company based in Orangeburg, New York. For the 12 months ended March 31, 2011, Radiancy posted total revenues of approximately $96 million and adjusted net income of approximately $25 million. PhotoMedex has agreed to acquire the stock of Radiancy. Under the terms of the agreement, PhotoMedex will issue approximately 14.5 million shares of common stock to Radiancy shareholders. PhotoMedex will issue to its shareholders approximately 846,000 warrants having an exercise price of $20 per share and a three-year life. Based on PhotoMedex’s share price of $12 as of the day before the announcement, the implied value of the deal for Radiancy is approximately $174 million.
This transaction combines the strength of PhotoMedex in the professional dermatology and plastic surgery market with the global reach of Radiancy in the consumer market, and represents considerable opportunity for synergies and sales growth of each company’s product portfolio. The company will retain the name “PhotoMedex” and will maintain its corporate headquarters in Montgomeryville, Pennsylvania, with North American consumer sales, marketing and customer support facility in Orangeburg, New York, and clinical, R&D, operations and a sales and marketing facility in Hod Hsharon, Israel. Shares in the new company will trade on The NASDAQ Stock Market under the ticker symbol “PHMD.” The transaction is subject to regulatory and shareholder approvals.
Fairmount Partners advised PhotoMedex, providing a fairness opinion to its Board of Directors. Neal McCarthy, Managing Director, commented, “We have worked with PhotoMedex on multiple transactions in the past, including most recently on the sale of their Surgical Services Divsion, and are please they chose Fairmount to assist them in this major transaction. This transaction highlights Fairmount’s expertise in providing advice and valuation analysis to premiere middle market companies, such as PhotoMedex.”
PhotoMedex is a Global Skin Health Solutions™ company that provides integrated disease management and aesthetic solutions through complementary laser and light-based devices, and skincare products. The company is a leader in the development, manufacturing and global marketing of dermatology products and techniques focused on advancing cost-effective technologies that provide patients with better outcomes and a higher quality of life. The diseases and conditions we address include psoriasis, vitiligo, acne, actinic keratosis and sun damage. Medical devices include the XTRAC® Excimer Laser for the treatment of psoriasis and vitiligo and the Omnilux™ non-laser Light Emitting Diodes (LED) for the treatment of clinical and aesthetic dermatological conditions including acne, photodamage, skin rejuvenation and wound healing. PhotoMedex also develops and markets products based on its patented, clinically proven Neova™ Copper Peptide technology and DNA repair enzymes for skin health, hair care and wound care.
For more information visit www.PhotoMedex.com.
ABOUT RADIANCY, INC.
Founded in 1998, Radiancy Inc. is a leading developer, manufacturer and seller of home-use and professional aesthetic and dermatological devices. The company sells a range of home-use devices under its proprietary brand, no!no!™, for various indications including hair removal, acne reduction, skin rejuvenation and face lifting. The company also offers a professional product line which addresses acne clearance, skin tightening, psoriasis care and hair removal sold to physician clinics and spas.
Radiancy’s products are supported by two core proprietary technologies known as LHE™ (Light Heat Technology) and Thermicon™. The company’s LHE™ technology is superior in cost performance, efficacy and ease of application to both laser and intense pulse light (IPL) technologies. LHE™ combines the use of direct heat and a wide-spectrum light source and allows very large treatment spot sizes with less discomfort without the requirement of skin cooling.
LHE™ technology is incorporated in Radiancy’s FDA cleared professional devices as well as its consumer products. The Thermicon™ technology, used in the no!no!™ hair removal products, is the only technology currently on the market that allows for at-home painless and long lasting hair reduction on all skin types and hair colors and body parts.
Principals of Fairmount Partners acted as advisors to PhotoMedex in this transaction.
Contact: Neal McCarthy