Hologic to sell Fischer stereotactic business to Siemens to settle FTC dispute

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To meet the requirements of the Federal Trade Commission (FTC), Hologic Inc. on Friday announced that it is selling the intellectual property relating to the Mammotest stereotactic breast biopsy system to Siemens AG that it acquired with the purchase of Fischer Imaging Corp. The deal is valued at $6.5 million. Accordingly, Hologic signed a consent agreement with the FTC which would resolve the company’s dispute with the agency relating to the acquisition of the Mammotest prone bed breast biopsy system intellectual property from Fischer in September 2005. The consent agreement still faces final approval by the FTC after a 30-day public comment period, according to a release.

Hologic said it will retain a royalty-free, non-exclusive, perpetual, irrevocable, worldwide right and license to use the intellectual property relating to the Mammotest system. The consent agreement and the Siemens agreement exclude the Senoscan digital mammography intellectual property assets purchased by Hologic in the Fischer acquisition, which will continue to be retained by Hologic. Hologic paid $32 million for Fischer.

Hologic and Siemens also have a strategic alliance in mammography that dates back to September 2002 when the companies signed three five-year working agreements, the largest of which allows Siemens to utilize Hologic's DirectRay digital mammography flat detector technology exclusively for Siemens full field digital mammography system (FFDM). The second provided for Siemens to support Hologic to accelerate the time-to-market schedule for Siemens FFDM product incorporating Hologic's DirectRay technology, including the right to refer to Hologic's premarket approval applications. And the third component allowed for Hologic to license advanced image processing and display software developed by Siemens affiliate MeVis BreastCare, which has been used in developing a Hologic digital mammography workstation.

In another FTC-related announcement, Hologic also said the agency has closed its investigation in the pending $240 million acquisition of Suros Surgical Systems Inc., a provider of devices used for minimally invasive biopsy and tissue excision. This acquisition remains subject to customary closing conditions, including Suros stockholder approval, Hologic said.