IRVINE, Calif., Jan. 13 /PRNewswire-FirstCall/ -- Endocare, Inc. (OTC Bulletin Board: ENDO - News), an innovative medical device company focused on the development of minimally invasive technologies for tissue and tumor ablation, announced today that it has signed a definitive agreement to sell all of the stock of its wholly-owned subsidiary, Timm Medical Technologies, Inc., located in Minneapolis, to UK-based Plethora Solutions Holdings plc, which is listed on the London Stock Exchange (AIM: PLE). Proceeds for the sale of this manufacturer of erectile dysfunction products were $9.5 million, consisting of $8.1 million in cash and a 24-month convertible promissory note of $1.4 million. The transaction is expected to close by mid-February 2006, following completion of customary closing protocols and the satisfaction of various closing conditions. Seven Hills Partners of San Francisco served as Endocare's investment bank for this transaction.
Endocare Chairman and CEO Craig T. Davenport stated, "While we declassified our Timm Medical business unit as an 'asset held for sale' following the completion of our financing in March 2005, we recently received substantive expressions of interest in this business, which, upon extensive review with our Board, compelled us to move forward with negotiations. We have been pleased with the performance of the Timm business unit during 2005. The divestiture will provide a significant cash infusion that will improve our balance sheet." At the end of the third quarter of 2005, Endocare had $11.1 million in cash and cash equivalents.
Davenport further stated, "Additionally, the sale of Timm Medical allows us to focus on our primary strategic objective, which is to become a clear leader in minimally invasive technologies for tissue and tumor ablation through cryoablation. We will miss the many highly talented Timm Medical professionals who, unfortunately, will no longer be with Endocare; however, the fact that Plethora is a company focused on urology makes Timm Medical a perfect fit and will provide many of those professionals excellent career opportunities and growth."
Endocare, Inc. -- www.endocare.com -- is an innovative medical device company focused on the development of minimally invasive technologies for tissue and tumor ablation. Endocare has initially concentrated on developing technologies for the treatment of prostate cancer and believes that its proprietary technologies have broad applications across a number of markets, including the ablation of tumors in the kidney, lung, liver and bone.
Plethora is a UK-based specialty pharmaceutical company focused on the development of products for the treatment of urological disease. The Company has products in clinical development for the treatment of overactive bladder, benign prostatic hyperplasia, stress urinary incontinence, interstitial cystitis and premature ejaculation. The Company is headquartered in the UK and is listed on the London Stock Exchange (AIM: PLE).
Statements contained in this release that are not historical facts are forward-looking statements that involve risks and uncertainties. These forward-looking statements include statements regarding the closing of the sale of Timm Medical, including the expected timing of the closing. Among the important factors which could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, those discussed in "Risk Related to Our Business" in the Company's Forms 10-K, Forms 10-Q, and other filings with the Securities and Exchange Commission. Such risk factors include, but are not limited to: uncertainty regarding the closing of the sale of Timm Medical, including the satisfaction of the various closing conditions; uncertainty relating to ongoing investigations by governmental agencies; uncertainty regarding the effects of effectuating the proposed reverse stock split, in particular the possibility that the market may react negatively to our effectuation of a reverse stock split; uncertainty regarding market acceptance of the Company's products; uncertainty of product development and the associated risks related to clinical trials; uncertainty relating to third party reimbursement; ability to convince health care professionals and third party payers of the medical and economic benefits of the Company's products; difficulty in managing growth; the Company's limited sales, marketing and manufacturing experience; ability to attract and retain key personnel; ability to secure and protect intellectual property rights relating to the Company's technology; the rapid pace of technological change in the Company's industry; fluctuations in the Company's order levels; and the Company's successful re-listing on a national stock exchange. The actual results that the Company achieves may differ materially from any forward-looking statements due to such risks and uncertainties. We undertake no obligation to revise, or update publicly, any forward-looking statements for any reason.
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For Additional Information:
Craig T. Davenport, CEO
Michael R. Rodriguez, CFO
Source: Endocare, Inc.