Navigation Links
Endocare Announces Filing of Form S-4 Registration Statement Related to Proposed Merger With Galil Medical
Date:1/26/2009

IRVINE, Calif., Jan. 26 /PRNewswire-FirstCall/ -- Endocare, Inc. (Nasdaq: ENDO), an innovative medical device company focused on the development of minimally invasive technologies for tissue and tumor ablation, today announced that it has filed a registration statement on Form S-4 with the Securities and Exchange Commission (SEC) in connection with its proposed merger with Galil Medical Ltd. Once declared effective by the SEC, the final proxy statement/prospectus included in the Form S-4 will be mailed to Galil shareholders and Endocare stockholders prior to a stockholder meeting to vote on the merger proposal and other matters.

Endocare expects the merger to close sometime between the end of the first quarter and the end of the second quarter of 2009.

The merger and related transactions will combine the complementary clinical, technological and marketing strengths of the two companies. The combined company is expected to compete more effectively against other modalities of treatment which will allow it to accelerate technological innovation and promote the growing recognition of the safety and efficacy of cryoablation in the global healthcare marketplace.

About Endocare

Endocare, Inc. -- www.endocare.com -- is an innovative medical device company providing minimally invasive technologies for tissue and tumor ablation. Endocare has initially concentrated on developing technologies for the treatment of prostate cancer and believes that its technologies have broad applications across a number of markets, including the ablation of tumors in the kidney, lung and liver and palliative intervention (treatment of pain associated with metastases).

About Galil Medical

Galil Medical is a global medical device company that develops, manufactures and markets innovative products utilizing a proprietary cryoablation platform that incorporates powerful freezing technology and revolutionary 17-gauge cryoablation needle design. Galil has offices in Yokneam, Israel; Plymouth Meeting, Pennsylvania; and London. Shareholders include Thomas, McNerney & Partners, The Vertical Group, Investor Growth Capital, Elron Electronic Industries Ltd. (Nasdaq: ELRN) and RDC Rafael Development Corporation, Ltd.

Certain matters set forth in this press release, including statements relating to the merger, such as the expected benefits of the merger and the anticipated closing of the transactions, and other statements identified by words such as "estimates," "expects," "projects," "plans," and similar expressions are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including failure to receive approval of the transaction by Endocare or Galil stockholders, the timing and receipt of regulatory approvals, the possibility that the anticipated benefits from the merger cannot be fully realized, if at all, or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Galil's operations into Endocare will be greater than expected, the ability of the combined company to retain and hire key personnel, the impact of regulatory, competitive and technological changes and other risk factors relating to our industry, including those detailed from time to time in Endocare's reports filed with the SEC. There can be no assurance that the proposed merger and financing will in fact be consummated. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this presentation. Unless required by law, Endocare undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

IMPORTANT ADDITIONAL INFORMATION

In connection with the proposed Merger, Endocare HAS fileD with the SEC a Registration Statement on Form S-4, which includeS a PRELIMINARY proxy statement/prospectus of Endocare, and other relevant documents concerning the transaction. STOCKHOLDERS OF ENDOCARE AND SHAREHOLDERS OF GALIL ARE URGED TO READ THE REGISTRATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION.

Investors will be able to obtain free copies of the Registration Statement on Form S-4 and other documents filed with the SEC by Endocare through the web site maintained by the SEC at www.sec.gov. Free copies of the Registration Statement and Endocare's other filings with the SEC may also be obtained from Endocare by making a request to Allen & Caron at (949) 474-4300. In addition, investors may access copies of the documents filed with the SEC by Endocare on Endocare's website at www.endocare.com when they become available.

Endocare and its directors and executive officers may be deemed to be participants in the solicitation of proxies from Endocare's stockholders with respect to the transactions contemplated by the definitive merger agreement between Galil and Endocare. Information regarding Endocare's directors and executive officers is contained in Endocare's Registration Statement on Form S-4 filed with the SEC on January 23, 2009. As of December 31, 2008, Endocare's directors and executive officers beneficially owned (as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended) approximately 420,523 shares, or 3.6%, of Endocare's common stock. You can obtain free copies of these documents from Endocare using the contact information set forth above.

    Investor Contact:    Media Contact:       For Additional Information:
    -----------------    --------------       ---------------------------
    Matt Clawson         Len Hall             Terrence A. Noonan, Interim CEO
    Allen & Caron, Inc.  Allen & Caron, Inc.  Michael R. Rodriguez, CFO
    (949) 474-4300       (949) 474-4300       Endocare, Inc.
    matt@allencaron.com  len@allencaron.com   (949) 450-5400
    www.allencaron.com   www.allencaron.com   www.endocare.com


'/>"/>
SOURCE Endocare, Inc.
Copyright©2009 PR Newswire.
All rights reserved

Related medicine news :

1. Endocare to Present at 2nd Annual OneMedForum
2. Endocare and Galil Medical Sign Definitive Merger Agreement
3. Endocare to Present at Oppenheimer 19th Annual Healthcare Conference
4. Endocare and Former CFO Agree to Terminate Indemnification Agreement
5. Endocare Comments on Unsolicited Proposal
6. Endocare Reports Financial Results for Second Quarter 2008
7. Endocare to Present at the B. Riley & Co. 9th Annual Las Vegas Investor Conference
8. Endocare Reports 2007 Annual and Fourth Quarter Financial Results
9. Endocare Announces That National Cancer Institute to Sponsor Study Comparing Cryoablation to Radiation Therapy for Pain Relief in Bone Cancer Patients
10. Endocare Reports 2007 Third Quarter and Nine-Month Results
11. Endocare Stock to Commence Trading on NASDAQ
Post Your Comments:
*Name:
*Comment:
*Email:
(Date:2/9/2016)... ... ... Establishment Labs, a global breast implant and medical technology company, is pleased ... , “We are honored to welcome David to our Board of Directors. ... Quiros, CEO of Establishment Labs. "David’s knowledge and experience will be invaluable to our ...
(Date:2/9/2016)... ... February 09, 2016 , ... ... service to expand access to affordable hearing aids , increase industry transparency, ... individuals in the United States. , “For the average consumer, the hearing aid ...
(Date:2/9/2016)... ... February 09, 2016 , ... ... sealing company , is proud to announce that many of their franchises have ... customer service. The hard surface restoration franchises received customer recognition through positive reviews ...
(Date:2/8/2016)... ... February 08, 2016 , ... The Federal Laboratory ... federallabs.org . The site houses a wealth of federal resources that businesses can ... process called technology transfer (T2). As a network of over 300 federal laboratories, ...
(Date:2/8/2016)... Los Angeles, CA (PRWEB) , ... February 08, 2016 , ... A man who has ... CEO of Freedom Laser Therapy , was determined to find solutions to his problems ... story of Inventors Digest is ready to introduce his breakthrough inventions to the ...
Breaking Medicine News(10 mins):
(Date:2/9/2016)... , February 9, 2016 ... QIA) gab heute den Abschluss eines Kooperationsvertrags ... Förderung umfassender Lösungen in den Bereichen Next-Generation-Sequencing ... QGEN ; Frankfurt Prime Standard: QIA) ... 10x Genomics für die Entwicklung und Förderung ...
(Date:2/9/2016)... 9, 2016 Mast Therapeutics, Inc. (NYSE ... sickle cell disease and heart failure, today announced that it ... purchase common stock in an underwritten public offering.  The offering ... be no assurance as to whether or when the offering ... terms of the offering.   --> ...
(Date:2/9/2016)... 9, 2016 Hearing protection devices refer to ... transmitted to the inner ear. Hearing protection devices include ... devices are recommended for users exposed to noise levels ... to HPD that are inserted in the ear canal ... to provide more natural sound perception with the help ...
Breaking Medicine Technology: