Kaye Scholer Represents PhotoMedex in Agreement to Enter into a Business Combination with Radiancy
Kaye Scholer represented PhotoMedex, Inc. in its agreement to enter into a business combination with Radiancy, Inc. PhotoMedex is a Global Skin Health Solutions™ company that provides integrated disease management and aesthetic solutions through complementary laser and light-based devices, and skincare products. The diseases and conditions that PhotoMedex addresses include psoriasis, vitiligo, acne, actinic keratosis and sun damage, and the medical devices that PhotoMedex develops include the XTRAC® Excimer Laser for the treatment of psoriasis and vitiligo and the Omnilux™ non-laser Light Emitting Diodes (LED) for the treatment of clinical and aesthetic dermatological conditions including acne, photodamage, skin rejuvenation and wound healing. Radiancy Inc. is a leading developer, manufacturer and seller of home-use and professional aesthetic and dermatological devices. The company sells a range of home-use devices under its proprietary brand, no!no!(TM), for various indications including hair removal, acne reduction, skin rejuvenation and face lifting. The company also offers a professional product line which addresses acne clearance, skin tightening, psoriasis care and hair removal sold to physician clinics and spas.
Under the agreement, PhotoMedex will issue about 14.5 million shares of common stock to Radiancy shareholders, while it will issue approximately 846,000 warrants with an exercise price of $20 per share to its own shareholders. Radiancy also will contribute cash, and after the merger, Radiancy shareholders will own about 75 percent of PhotoMedex. The business combination is expected to occur in the fourth quarter of 2011.
The Kaye Scholer team was led by Stephen Koval and Bill Lonergan, and included Laurie Abramowitz and Jeffrey London.