NxSTAGE MEDICAL, INC. (NASDAQ:NXTM) Files An 8-K Entry into a Material Definitive Agreement

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NxSTAGE MEDICAL, INC. (NASDAQ:NXTM) Files An 8-K Entry into a Material Definitive Agreement

NxSTAGE MEDICAL, INC. (NASDAQ:NXTM) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01Entry into a Material Definitive Agreement

As previously reported, on August 7, 2017 NxStage Medical, Inc. (“NxStage”) entered into an Agreement and Plan of Merger (as amended, the “Merger Agreement”) by and among NxStage, Fresenius Medical Care Holdings, Inc. (“Fresenius”), and Broadway Renal Services, Inc., a wholly-owned subsidiary of Fresenius (“Merger Sub”). Upon the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will be merged with and into NxStage (“Merger”) with NxStage surviving as a wholly-owned subsidiary of Fresenius. Fresenius is also a key customer of NxStage.

On January 29, 2019, NxStage, Fresenius and Merger Sub amended the Merger Agreement to extend the end date from February 5, 2019 to the earlier of (1) August 6, 2019 and (2) the first business day that is at least 60 calendar days after the Federal Trade Commission (“FTC”) has been appropriated funding to be fully operational for at least 60 consecutive days during fiscal 2019.

Fresenius has already signed a consent decree that was proposed by the staff of the FTC and that remains subject to approval by the FTC commissioners. Under the terms of the consent decree, Fresenius would divest the NxStage bloodlines business operated under the Medisystems name to B. Braun Medical to address comments from the FTC staff.

About NxSTAGE MEDICAL, INC. (NASDAQ:NXTM)

NxStage Medical, Inc. is a medical technology company. The Company is engaged in the development, manufacturing and marketing of products and services for patients suffering from chronic or acute kidney failure. The Company operates through three segments: System One, In-Center and Services. It offers its products and services to various markets, such as home, critical care and in-center. The System One segment is engaged in the sale and rental of the System One and PureFlow SL dialysate preparation equipment, and the sale of disposable products in the home and critical care markets. The In-Center segment is engaged in the sale of blood tubing sets and needles for hemodialysis, primarily for the treatment of end-stage renal disease (ESRD) patients at dialysis clinics, and needles for apheresis. The Services segment offers dialysis services provided to patients at its NxStage Kidney Care dialysis centers.