Data Critical Corporation and VitalCom to merge
Merger Enhances Data Critical Leadership in Wireless Hospital Communications
Data Critical Corporation, a leader in wireless communication in health care, recently announced that it has signed a definitive agreement to merge with VitalCom, a leading provider of wireless patient monitoring systems. Under terms of the agreement, shareholders of VitalCom will receive 0.62 shares of Data Critical common stock for each share of VitalCom common stock held.
VitalCom will become a wholly owned subsidiary of Data Critical.
"This merger integrates the technologies of two hospital wireless market leaders," said Jeff Brown, chairman of Data Critical. "The result is a broader alarm notification and networking portfolio of products for our company, partners and customers."
VitalCom develops and manufactures PatientNet, a wireless infrastructure technology that integrates patient information from various manufacturers' monitoring and bedside devices into a single network, making patient information available in real-time. VitalCom's large-scale wireless networks are capable of supporting up to 1,000 patients, and have been installed in more than 100 hospitals throughout the country, including well-known facilities such as Columbia Presbyterian Hospital, Barnes Jewish Hospital, and Montefiore Medical Center. Data Critical wireless systems are currently installed in more than 300 hospitals nationwide, including the Cleveland Clinic, Duke University Health System and University of Pennsylvania Health System.
"The merger of our two companies will enable us to provide the most comprehensive suite of wireless systems available today for the hospital market," said Richard Earnest, CEO of Data Critical. "VitalCom's new PatientNet system, introduced in December 2000, provides high-end, centralized networking and wireless systems; Data Critical has a proven track record of delivering innovative, decentralized wireless systems. Our combined strategy will be to leverage the PatientNet technology to integrate our products and to help expand sales of PatientNet through our distribution channels. As a result, we will reach a significantly broader market."
"Through this merger, we have the opportunity to improve the care delivery process for patients and caregivers while creating value for our partners and shareholders," said Michael Singer, executive vice president of corporate development and CFO of Data Critical. "This agreement provides a greater level of scale, a significant revenue base, and a clear path to profitability. It also allows us to offer our partners greater depth and breadth in our product offerings."
The new management team will be comprised of Jeff Brown, chairman, Richard Earnest, CEO, Frank Sample, vice-chairman and group president of VitalCom and Michael Singer, executive vice president corporate development and CFO.
"I'm delighted to become part of the Data Critical team," said Sample. "With our complementary products, strategic partnerships and product development synergies, we will be able to provide our customers with increasingly innovatve products and services."
The transaction will become effective upon approval by the shareholders of the companies and the satisfaction of other customary conditions. Shareholders holding in excess of 60 percent of the outstanding shares of VitalCom have executed agreements to vote for the transaction. The transaction is expected to be completed by the end of second quarter, 2001. Data Critical was advised by US Bancorp Piper Jaffray and A.G. Edwards.
About Data Critical Corporation
Data Critical Corporation develops and distributes wireless and Internet systems for communicating critical healthcare data. The company offers StatView, AlarmView and FlexView, a line of wireless alarm notification products for hospitals. It also provides MobileView and ECGStat, a line of wireless products for physicians as well as WebChart and PocketChart.
The company has twenty-five partnerships with such industry leaders as Aether Systems, Agilent Technologies, CRITIKON, General Electric, LabCorp, Medtronic, Nextel, Siemens and Welch Allyn. Additional information about Data Critical is available at www.datacritical.com.
Source: Data Critical Corporation