Healthcare Industry News:  ventilator 

Devices Mergers & Acquisitions

 News Release - July 12, 2006

VIASYS Healthcare Inc. Acquires Tiara Medical Systems, Inc.

Acquisition Expands VIASYS' Presence in Sleep Therapy

CONSHOHOCKEN, Pa.--(HSMN NewsFeed)--July 12, 2006--VIASYS Healthcare Inc. (NYSE:VAS ; "VIASYS") and Tiara Medical Systems, Inc. ("Tiara Medical") announced today that VIASYS has acquired Tiara Medical - a company focused in the sleep therapeutic market.

Randy Thurman, Chairman, President and Chief Executive Officer, VIASYS Healthcare Inc., commented, "The acquisition of Tiara Medical reflects our commitment to expand our presence in the sleep therapy market. VIASYS is a leading global competitor in pulmonary, neurological and sleep diagnostics, as well as within the critical care segment. We believe that this acquisition positions us to compete effectively in this rapidly growing market segment by building on our existing product offering. In addition, we believe that our access to the decision makers in the sleep therapy market, our existing presence in this market, and our international sales and distribution capability will allow us to increase sales of the Tiara products."

Based in Oak Forest, Illinois, Tiara Medical designs, manufactures, markets, and sells Continuous Positive Airway Pressure (CPAP) masks, headgear, circuits, and filters. These products are complemented by a comprehensive product line of specialty filters and accessories for oxygen concentrators and mechanical ventilators. Tiara Medical offers home health care providers the convenience of a comprehensive range of products to meet the needs of patients receiving treatment for Obstructive Sleep Apnea (OSA) and other chronic respiratory diseases. Tiara Medical recently introduced The Advantage Series(TM) Full Face Mask and the Snapp-X(TM) Direct Nasal Interface.

Ed Pulwer, Group President, VIASYS Respiratory Care, commented on the acquisition, "With the acquisition of Tiara Medical, VIASYS is increasing its presence in the global sleep therapy market. According to Frost and Sullivan, sleep therapy is the fastest growing market segment in the global respiratory market. VIASYS is already a market leader in the sleep diagnostics business, with well-established brands such as Jaeger(TM) and SENSORMEDICS®. We believe that Tiara Medical's expertise in CPAP and non-invasive ventilation mask design will enhance the VIASYS global product offering. We believe this acquisition is a key step following the establishment earlier this year of the VIASYS Sleep Division as a separate operating entity focused on this opportunity. Rebecca Mabry, General Manager, Sleep Diagnostics and Therapy, will be responsible for integrating this acquisition into VIASYS."

James Fitzsimmons, President and Chief Executive Officer, Tiara Medical, commented, "The combined product offering of VIASYS Healthcare and Tiara Medical will offer sleep diagnostics laboratories and home healthcare providers a variety of choices in the diagnosis and treatment of sleep disorders. We also expect that VIASYS' global distribution and product support infrastructure will greatly enhance Tiara Medical's ability to penetrate domestic and international markets for sleep diagnostic and therapeutic devices."

Under the terms of the acquisition agreement, VIASYS acquired all of the outstanding stock of Tiara Medical through one of its subsidiaries for consideration of approximately $24.3 million. VIASYS financed the acquisition with cash and borrowings under its revolving credit facility. Tiara's 2005 revenues were $10.3 million, and the company has grown approximately 15% compounded over the last three years.

ABOUT VIASYS HEALTHCARE INC.

VIASYS Healthcare Inc. is a global, research-based medical technology company focused on respiratory, neurology, medical disposable and orthopedic products. VIASYS products are marketed under well-recognized trademarks including, among others, AVEA®, BEAR®, BIRD®, CORFLO®, CORPAK®, CORTRAK®, EME®, GRASON-STADLER®, JAEGER(TM), LYRA®, MEDELEC®, MICROGAS®, NAVIGATOR®, NICOLET®, NicoletOne(TM), PULMONETIC(TM), SENSORMEDICS®, TECA®, TECOMET(TM), VELA® and VMAX®. VIASYS is headquartered in Conshohocken, PA, and its businesses are conducted through its Respiratory Care, NeuroCare, MedSystems and Orthopedics business units. More information can be found at http://www.viasyshealthcare.com.

ABOUT TIARA MEDICAL SYSTEMS, INC.

Tiara Medical designs, manufactures, and markets CPAP masks, headgear, filters and respiratory accessories for use in home health care. Tiara Medical is headquartered in Oak Forest, Illinois. More information can be found at http://www.tiaramed.com.

This news release includes forward-looking statements within the meaning of the "Safe Harbor" provisions of Private Securities Litigation Reform Act of 1995 regarding VIASYS' product offering, VIASYS' ability to compete in the sleep market, VIASYS' ability to increase the sales of the Tiara Medical products domestically and internationally, VIASYS' presence in and commitment to the sleep therapy market, the effect of VIASYS' distribution and support infrastructure on Tiara Medical's ability to penetrate markets, the strategic impact of acquiring Tiara Medical, and the market opportunity in sleep therapy. These forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including important factors that could delay, divert, or change the expectations for VIASYS' products and could cause actual outcomes and results to differ materially from current expectations. These factors include, among other things, market factors, internal research and development initiatives, partnered research and development initiatives, competitive and new product development, marketing initiatives, sales and distribution risks, the continued growth of the sleep therapy market, governmental regulations and legislation, patent positions and litigation. For further details and a discussion of other risks and uncertainties that may change VIASYS' expectations, please see VIASYS' annual report on Form 10-K for the year ended January 1, 2006, which is on file with the Securities and Exchange Commission. VIASYS undertakes no obligation to publicly update this forward-looking statement, whether as a result of new information, future events, or otherwise.


Source: VIASYS Healthcare

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