Horizon Medical Products — Merger or Acquisition (May 2004)
20 slides from Horizon Medical Products's merger presentation, May 14, 2004
Slide 1: RITA Medical Systems and Horizon Medical Products Merger Conference Call
RITA Medical Systems, Inc. (Nasdaq: RITA) Horizon Medical Products, Inc. (AMEX: HMP) Merger Conference Call: May 13, 2004
Slide 2: Safe Harbor Statement
Safe Harbor Statement This conference call includes forward-looking statements involving risks and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. Forward looking statements are based on current expectations as of today. We undertake
Slide 3: Introduction - Joseph M. DeVivo, President and CEO, RITA
Joseph M. DeVivo President and Chief Executive Officer, RITA Introduction
Slide 4: Conference Call Participants
Conference Call Participants Joseph DeVivo, CEO RITA Robert Wenzel, COO and interim CEO Horizon Don Stewart, CFO RITA
Slide 5: Strategic Vision
Strategic Vision Options for Growth Enhancing Market Position
Slide 6: Transaction Overview
Transaction Overview RITA Medical Systems and Horizon Medical Products announced today the signing of definitive agreement to merge the two companies Each Horizon shareholders will receive 0.4212 of a RITA share RITA shareholders will own 47.5% of combined company (1) Horizon shareholders will own 5
Slide 7: Overview
Merger Overview Board of Directors of the combined company will be comprised of 6 members from RITA and 3 members from Horizon Joseph DeVivo will be named President, CEO and Director Robert Wenzel will be named COO Don Stewart will be named CFO The combined company headquarters will be in Mountain V
Slide 8: Transaction Overview (Cont'd)
Transaction Overview (Cont'd) The combined company will assume $17.1 MM of Horizon debt The holders of $8.3 MM of Horizon Senior Subordinated Notes have agreed to extend the maturity from July 2005 to July 2008 The remaining $6.5 MM of Senior Subordinated Notes will continue to be due in July 2005 T
Slide 9: Benefits
Merger Benefits Significant product "fit" and broader product offering in Medical Oncology Device category Stronger and broader sales and marketing infrastructure as a result of sales call point synergy Estimated $5 - $7 MM annual cost savings as a result of combining the two organizations Accelerat
Slide 10: Medical Oncology Device Company
Medical Oncology Device Company MEDICAL ONCOLOGY Interventional Radiologists Surgical Oncologists Medical Oncologists Vortex(r) MP Port System LifeValve(tm) Technology LifeGuard(tm) Safety Infusion Set IsoMed Pump StarBurst(tm) Xli enhanced StarBurst(tm) SEMI-FLEX StarBurst(tm) MRI StarBurst(tm) SDE
Slide 11: Strategic Benefits
Merger Strategic Benefits Medical Oncology Surgical Oncology Interventional Radiology Hospital Administration The merged company will have more products and more reasons to call on the key constituencies in the hospital, increasing strategic value, customer touches, and productivity for each sales r
Slide 12: Strategic Benefits
Merger Strategic Benefits Opportunity to develop an independent, broad-based Medical Oncology Device business Increasing trend in devices playing important roles in cancer treatment - merged entity can capitalize on this trend. Develops platform for more device acquisitions
Slide 13: Strategic Benefits
Merger Strategic Benefits Benefits For RF ablation product line Doubles domestic field selling effort. Improves competitiveness and market development Increases reach to more hospitals Allows for greater concentration on new RFA procedures Increases productivity at each hospital Benefits for HMP Pro
Slide 14: Operational Benefits
Merger Operational Benefits Estimated $5 to $7 million annual cost savings Accelerated profitability, on a significantly larger revenue base Organizational critical mass Finance Manufacturing Public Company Sales and Marketing Improved gross margins Overall improved financial strength
Slide 15: Robert Wenzel, COO and interim CEO, Horizon
Robert Wenzel COO and interim CEO, Horizon
Slide 16: Benefits for HMP
Merger Benefits for HMP HMP completed two years of restructuring Invested in distribution system Minimized expense structure Increased field rep productivity a must Merger Complimentary Aspects Leverages investment in distribution system Cuts public company expenses Enhances Manchester manufacturing
Slide 17: Donald J. Stewart, Chief Financial Officer, RITA
Donald J. Stewart Chief Financial Officer, RITA
Slide 18: RITA Financial Overview
RITA Financial Overview On RITA's 1Q/04 earnings call, the following 2004 guidance was provided: Improved revenue guidance outlook to 15% to 20% FY 2004 Earnings Range of $0.38 - $0.44 LPS The transaction is expected to significantly increase RITA's revenue base On a pro forma basis, the combined co
Slide 19: Financial Impact
Merger Financial Impact The combined company is expected to derive significant operating leverage from combining this larger base of revenue with a reduced operating cost structure Preliminary estimates have identified $5 - $7 million of potential annual cost savings associated with the combination
Slide 20: Q & A
Q & A Joseph DeVivo President and Chief Executive Officer, RITA Robert Wenzel COO and interim CEO, Horizon Donald J. Stewart Chief Financial Officer, RITA Additional Information About the Merger and Where to Find It In connection with RITA Medical Systems’ proposed merger with Horizon Medical Produc
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