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CONMED Completes Acquisition of Product Lines From Imagyn Medical Technologies.

UTICA, N.Y., July 9 /PRNewswire/ --

CONMED Corporation (Nasdaq: CNMD) stated today that it has completed the previously announced acquisition of the remaining minimal access surgery ("MAS") product lines from Imagyn Medical Technologies that it did not acquire in November 2000. Together with CONMED's present lines of minimal access surgery products, the Company's MAS division will be a significant supplier of instruments to hospitals and surgery centers with revenues exceeding $30 million. The Company stated that it believes the addition of the Imagyn product line will make CONMED the third largest U.S. supplier of such MAS products to the healthcare industry.

The new products, with expected revenues of $18 to $20 million in the first twelve months following closing, give CONMED a significant presence in the fast-growing laparoscopic instrument market by more than doubling the Company's existing line. The products acquired consist of various single-use and "reposable" (devices integrating reusable and disposable, single-use components) instruments such as trocars, handheld instruments and tissue ligating devices enabling minimal access surgical techniques. Also acquired was Imagyn's line of Reflex(R)(TM) skin staplers for wound closure.

As part of the transaction, the majority of Imagyn's domestic surgical sales force have become CONMED employees. These sales professionals joined the Company's current specialists in MAS products to form a new U.S. sales force of approximately 25 employees specializing in minimal access surgical products. Prior to the acquisition, the Company had sold its MAS products in the U.S. through its electrosurgical sales force and three exclusive specialty dealers whose 15 sales representatives have responsibility for specific geographic locations. In addition to the newly created sales force, these exclusive specialty dealers will continue to sell the Company's line of MAS products in their territories. Outside the U.S., the Imagyn products have revenues of approximately $5 million and are sold by an established and effective dealer network. The Company will continue to distribute these products through this same dealer network.

Manufacturing is continuing in Imagyn's Kalamazoo, Michigan plant during a transition period expected to last from four to six months. Subsequently, manufacturing will be transferred to CONMED's Utica, New York operations.

Under the terms of the agreement, CONMED has issued to Imagyn 1.3 million shares of CNMD common stock, valuing the transaction at $33.9 million. The issued stock is subject to a 90-day lock-up restriction and certain other sales restrictions, and Imagyn has certain registration rights.

CONMED is a medical technology company specializing in instruments and implants for arthroscopic sports medicine, and powered surgical instruments for orthopedic, ENT, neuro-surgery, and other surgical specialties. The Company is also a leading developer, manufacturer and supplier of advanced medical devices, including RF electrosurgery systems used in all types of surgery, ECG electrodes for heart monitoring and minimally invasive surgical devices. Headquartered in Utica, New York, the Company's 2,400 employees distribute its products worldwide from eight manufacturing locations.

This press release contains forward-looking statements based on certain assumptions and contingencies that involve risks and uncertainties. The forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and relate to the Company's performance on a going-forward basis. The forward-looking statements in this press release involve risks and uncertainties which could cause actual results, performance or trends, including the above mentioned anticipated revenues and earnings, to differ materially from those expressed in the forward-looking statements herein or in previous disclosures. The Company believes that all forward-looking statements made by it have a reasonable basis, but there can be no assurance that management's expectations, beliefs or projections as expressed in the forward-looking statements will actually occur or prove to be correct. In addition to general industry and economic conditions, factors that could cause actual results to differ materially from those discussed in the forward-looking statements in this press release include, but are not limited to: (i) the failure of any one or more of the assumptions stated above, including those relating to the timing and costs of the transition, to prove to be correct; (ii) the risks relating to forward-looking statements discussed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2000; (iii) cyclical purchasing patterns from customers, end-users and dealers; (iv) timely release of new products, and acceptance of such new products by the market; (v) the introduction of new products by competitors and other competitive responses; (vi) the possibility that any new acquisition or other transaction may require the Company to reconsider its financial assumptions and goals/targets; and/or (vii) the Company's ability to devise and execute strategies to respond to market conditions.

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Publication:PR Newswire
Date:Jul 9, 2001
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