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8-K - FORM 8-K - THORATEC CORP | f56430e8vk.htm |
EX-10.1 - EX-10.1 - THORATEC CORP | f56430exv10w1.htm |
Exhibit 99.1
THORATEC ANNOUNCES TERMINATION OF PROPOSED SALE OF ITC
ITC TO REMAIN AS A DISCONTINUED OPERATION
(PLEASANTON, CA), July 27, 2010Thoratec Corporation (NASDAQ: THOR), a world leader in
device-based mechanical circulatory support therapies to save, support and restore failing hearts,
announced today the termination, by mutual agreement, of the previously announced agreement to sell
its International Technidyne Corporation (ITC) division to Danaher Corporation (NYSE: DHR). The
termination came about as the result of the failure of the parties to agree about the status of
certain aspects of ITCs quality system and regulatory filings. In addition, during the period
since the agreement was signed, the ProTime InRhythm® launch in the U.S. has been delayed because
the FDA did not clear the products initial 510(k) submission. As a result, the parties were unable
to reach agreement as to whether closing conditions had been met and thus determined to terminate
the transaction agreement.
Thoratecs management and board of directors believe that it is in the best interests of
Thoratec, ITC and its employees to proceed with a mutual termination of the agreement at this time
to allow ITC to focus on its key business initiatives, including efforts that ITC believes will
lead to the 510(k) clearance and launch of InRhythm. ITC continues to make progress in these areas
and presently intends to file a new 510(k) submission for InRhythm by the end of the year.
Consistent with prior disclosure, Thoratec plans to account for the ITC division as held for
sale, and its results will be displayed in discontinued operations in the companys financial
statements beginning in the second quarter of 2010. Thoratecs board of directors currently
expects that a sale of ITC will occur in the next twelve months.
Thoratec is a world leader in therapies to address advanced-stage heart failure. The companys
product lines include the Thoratec® VAD (Ventricular Assist Device) and HeartMate® LVAS (Left
Ventricular Assist System) with more than 15,000 devices implanted in patients suffering from heart
failure. Additionally, its ITC division is a leader in point-of-care blood testing and skin
incision products. Thoratec is headquartered in Pleasanton, California. For more information, visit
the companys web sites at http://www.thoratec.com or http://www.itcmed.com.
Thoratec, the Thoratec logo, HeartMate and HeartMate II are registered trademarks of Thoratec
Corporation and IVAD is a trademark of Thoratec Corporation. ITC, A-VOX Systems, AVOXimeter,
HEMOCHRON, ProTime, ProTime InRhythm and IRMA are registered trademarks of International Technidyne
Corporation.
Many of the preceding paragraphs, particularly but not exclusive to those addressing
timelines for regulatory submissions and expected sale of ITC, contain forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. These
statements can be identified by the words, believes, intends, views, expects, plans,
projects, hopes, could, will, and other similar words. Actual results, events or
performance could differ materially from these forward-looking statements based on a variety of
factors, many of which are beyond Thoratecs control. Therefore, readers are cautioned not to put
undue reliance on these statements. Investors are cautioned that all such statements involve risks
and uncertainties, including risks related to regulatory approvals, such as FDA clearance of the
ProTime InRhythm 510(k) submission, the development of new products and new markets, the growth of
existing markets, the effects of healthcare reimbursement and coverage polices, the effects of
competition, and our ability to complete a sale of ITC in the next twelve months or at all due to
risks related to quality systems, regulatory compliance or other factors. Forward-looking
statements contained in this press release should be considered in light of these factors and those
factors discussed from time to time in Thoratecs public reports filed with the Securities and
Exchange Commission, such as those discussed under the heading, Risk Factors, in Thoratecs most
recent annual report on Form 10-K and in Thoratecs first quarter 2010 quarterly report on Form
10-Q, and as may be updated in subsequent SEC filings. These forward-looking statements speak only
as of the date hereof. Thoratec undertakes no obligation to publicly release the results of any
revisions to these forward-looking statements that may be made to reflect events or circumstances
after the date hereof, or to reflect the occurrence of unanticipated events.
Contacts:
Taylor Harris
Senior Director, Investor Relations & Business Development
Thoratec Corporation
(925) 738-0047
or
Neal Rosen
Ruder-Finn
(415) 692-3058