The US-based clinical research organisation (CRO) has agreed to buy the UK-based eclinical technology firm for a value of $182m. Specifically, Parexel has agreed to pay 135 pence in cash for each ClinPhone share and has arranged a $300m facility with JPMorgan Chase Bank and Keybank National Association in order to fund the acquisition and related costs, as well as to refinance the existing debt of the two firms.
The deal is expected to close by the end of September this year.
Parexel said it expects that the acquisition will be dilutive to earnings in its financial year ending 30 June 2009, but excluding amortization of intangibles, it will actually be accretive to earnings during the period.
The acquisition agreement comes only a few months after ClinPhone declined a preliminary offer by Parexel in February to purchase the firm for an undisclosed sum.
ClinPhone said at the time that its board rejected the CRO's offer as it believed the indicated value " materially undervalued the group and its prospects ".
Upon confirming the failed takeover bid, Parexel indicated it intended to pursue its purchase plans, and it seems that its persistence has paid off, with ClinPhone's acceptance of its latest offer.
However, Parexel´s larger rival Quintiles may throw a spanner in the works yet.
The company is also keenly eyeing ClinPhone, with the CRO stating that it has also been undertaking talks with Clinphone´s board of directors about a possible takeover deal and is in the midst of performing due diligence.
" Quintiles believes that the operations of ClinPhone are a strategic fit with Quintiles' clinical research capabilities and confirms that it has been in discussions with the board of ClinPhone which may or may not lead to an offer being made for ClinPhone ," the company said in a statement.
Any offer made by the company would likely trump the amount that Parexel has already agreed to pay.
In buying ClinPhone, Parexel is looking to significantly build upon its own technology division, Perceptive Informatics, which includes medical imaging, clinical trial management systems (CTMS), interactive voice response systems (IVRS & IWRS) and services as well as other eClinical tools.
Josef von Rickenbach, chairman and CEO of Parexel elaborated on the desire to purchase a firm such as ClinPhone, stating that the use of technology has " expanded in the conduct of clinical research " and as such, the company wanted to provide clients with a more " comprehensive suite of clinical information technologies ".
" Biopharmaceutical companies have increasingly demanded Parexel technology solutions and expertise to support the full range of clinical development activities while improving the speed and efficiency of clinical programmes ", he said.
According to von Rickenbach, Parexel has been actively " helping to advance the convergence of services and technology in the clinical trials market ", and said that with the combination of complementary capabilities of Parexel and ClinPhone the company anticipates that this acquisition will " advance our position as a clinical technology leader ".
As the eClinical market gains momentum, business has been booming for ClinPhone - which specialises in the area of electronic data capture (EDC) - along with other prominent software providers in this emerging area of business.
Thomson CenterWatch's recent '2007 Survey of Investigative Sites in the US', identified EDC technologies as the number one area of potential for best preventing future delays in clinical trials.
Meanwhile, analysts have estimated that 20 per cent of clinical studies around the globe are now being conducted using EDC and predict a complete transition from paper based systems within a decade.