Misonix, a developer of minimally invasive ultrasonic medical device technology, has sold all of the rights to USHIFU, related to the High Intensity Focused Ultrasound (HIFU) technology previously obtained from Focus Surgery (FSI), a wholly owned subsidiary of USHIFU, together with other HIFU related assets.
Misonix will receive up to approximately $5.8m, paid out of an earn-out of 7% of gross revenues received by USHIFU related to the businesses being sold, up to the time it has received the first $3m, and thereafter 5% of gross revenues up to the $5.8m.
Misonix will also be paid for its present inventory of new SB500 machines, inventory associated with manufacturing the SB500 and will be reimbursed for certain monies expended in connection with the HIFU Registry.
Misonix said that the rights sold or transferred include the manufacturing agreement for the SB500 console, the distribution agreement for the sale of the SB500 for prostate cancer in Europe and the Russian Federation, and the Licenses to develop products using FSI technology in kidney, liver and breast tissue.
Misonix will also sell all of the SB500 machines presently used in Europe fee-per-use procedures and for the accumulation of clinical data.
Misonix will retain all of its rights associated with the HIFU related intellectual property and development assets recently purchased from ProRhythm. The intellectual property involves the development of new transducers and lenses to be used in the treatment of tissue using HIFU. The technology may be applied on a worldwide basis to a variety of organs not limited to kidney, liver, or breast tissue treatment.
Michael McManus, president and chief executive officer, said: “We believe that this transaction provides our shareholders with a number of benefits, including an expected savings of more than $1m in expenses related to operating these businesses. It also eliminates additional expenses associated with continuing the development of the licensed HIFU products without a partner.
“It also allows us to continue to participate in the HIFU business using our purchased intellectual property rights under the Misonix name. This agreement also resolves any disputes between the parties, and allows us to focus our resources on our medical devices that are on the market or are being developed.”