Jan 5 2010
Syneron Medical Ltd.
(NASDAQ: ELOS), an innovator in the development, marketing and sales of
elos™ combined-energy medical aesthetic devices and Candela Corporation
(NASDAQ: CLZR), a pioneer in the development of medical and aesthetic
laser based technologies and systems, today announced the successful
closing of their merger. The closing of the merger follows the special
meeting held on January 5, 2010 where Candela shareholders voted in favor
of the proposed merger agreement. As previously announced in September
2009, the merger received unanimous approval by the Boards of Directors of
both companies.
Lou Scafuri, Chief Executive Officer of Syneron, commented, "We are very
pleased to successfully complete the merger with Candela, representing the
execution of our strategy to expand our product portfolio with synergistic
and innovative technologies. The combination of Candela and Syneron creates
the largest aesthetic medical device company, with an unparalleled global
distribution footprint and a balanced mix of core and non-core physician
customers that vastly enhances our competitive position. We believe there
is tremendous opportunity to drive long-term growth and market leadership
over the next several years."
Scafuri continued, "We are fortunate to have Gerard E. Puorro, Chief
Executive Officer of Candela join our Board of Directors and to have other
key executives from Candela join our management team as we collaboratively
work to position Syneron as the global leader in the aesthetic device
sector."
Fabian Tenenbaum, Syneron's Chief Financial Officer, noted, "As we enter
the initial post-merger period we will focus on achieving cost savings
through synergies and reduced operating expenses at both companies. We
believe these cost saving programs, which are already in place, will
position the company to be profitable and the transaction to be accretive
to earnings as the global economic environment strengthens. We are
especially pleased with the enhancement the merger provides to our business
model, where we expect to increase recurring revenue as we grow sales
derived from consumables and ongoing services. With no debt and a robust
cash position, we have significant financial strength that advantageously
positions us to continue investing in our long-term growth."
Transaction Terms
Under the terms of the merger agreement, Candela shareholders will receive
0.2911 ordinary shares of Syneron for each share of Candela common stock
they own. Syneron will issue approximately 6.7 million shares to acquire
Candela. Upon completion of the transaction, Syneron shareholders will own
approximately 80 percent of the combined company and Candela shareholders
will own approximately 20 percent.
Syneron will maintain its corporate headquarters in Israel and North
American office in Irvine, CA. Candela will continue to operate as a
wholly-owned subsidiary of Syneron and maintain its offices in Wayland, MA,
as well as subsidiary operations in Australia, France, Germany, Italy,
Japan, Portugal, Spain and the United Kingdom. Candela has applied to
delist its shares from NASDAQ.
SOURCE: Syneron