Allion has acquired Biomed for $48 million in cash, 9.35 million shares of Allion common and series A-1 preferred stock and the assumption of $18.6 million of Biomed debt. Allion may also make an earn-out payment in 2009 should Biomed achieve certain financial performance benchmarks during the first 12-month period post closing.
To partially fund the cash portion of the transaction, Allion also consummated a $55 million senior secured credit facility with CIT Healthcare. The company will seek shareholder approval to convert the newly issued series A-1 preferred stock into Allion common stock and will replace two of its directors with nominees to be designated by the former shareholders of Biomed America.
Mike Moran, chairman and CEO of Allion Healthcare, said: “With the completion of this acquisition, we will now have an enhanced product array and an expanded market opportunity. There is also benefit from a diversified payor base since the addition of Biomed has increased the revenue we receive from non-governmental payors.”