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Medafor Matters
6 Months Ended
Jun. 30, 2013
Medafor Matters [Abstract]  
Medafor Matters

7.  Medafor Matters 

 

Investment in Medafor Common Stock

 

In 2009 and 2010 CryoLife purchased shares of common stock in Medafor, Inc. (“Medafor”).  As financial information for Medafor is not readily available and as the Company does not exert significant influence over the operations of Medafor, the Company accounted for its investment in Medafor common stock using the cost method.  The Company recorded the stock as a long-term asset, investment in equity securities, on the Company’s Summary Consolidated Balance Sheets.  

 

During the quarter ended June 30, 2013 the Company reviewed available information and determined that no factors were present indicating that the Company should evaluate the carrying value of its cost method investment in Medafor common stock for impairment.  The carrying value of the Company’s 2.4 million shares of Medafor common stock was approximately $2.6 million as of both June 30, 2013 and December 31, 2012.   

 

The Company will continue to evaluate the carrying value of this investment if factors become known that indicate the Company should evaluate its investment in Medafor common stock for impairment.  If the Company subsequently determines that the value of its Medafor common stock has been impaired, or if the Company decides to sell its Medafor common stock for more or less than the carrying value, the resulting impairment charge or realized gain or loss on sale of the investment in Medafor could be material.

 

In connection with its purchase of Medafor common stock, the Company entered into agreements with the sellers that could have required CryoLife to make additional payments to the sellers if CryoLife acquired or merged with Medafor within a specified time period.  The Company accounted for these provisions as an embedded derivative.  The last of these provisions expired in June 2013.  As of June 30, 2013 and December 31, 2012 the value of the Medafor Derivative was zero.

Distribution Agreement and Legal Action

 

CryoLife distributed a powdered hemostat for Medafor from 2008 to 2010.  CryoLife filed a lawsuit against Medafor in 2009 in the U.S. District Court for the Northern District of Georgia (“Georgia Court”).  In 2010 Medafor filed counterclaims against CryoLife in the same case.  The litigation related to an exclusive distribution agreement that the parties entered into in April 2008. 

 

In June 2012 the parties entered into a settlement agreement.  Per the settlement, Medafor paid $3.5 million in cash to CryoLife in the third quarter of 2012.  On June 29, 2012 the parties jointly filed stipulated dismissals with prejudice with the Georgia Court.  As a result of the settlement, CryoLife recorded a gain of $4.7 million as a reduction in general, administrative, and marketing expenses on its Summary Consolidated Statement of Operations and Comprehensive Income in the second quarter of 2012 and recorded a reduction in accounts payable of $1.2 million to write off a payable for previous inventory purchases, which was discharged pursuant to the settlement agreement.

 

            CryoLife received a letter from Medafor in September 2012 stating that PerClot®, when introduced in the U.S., will, when used in accordance with the method published in CryoLife’s literature and with the instructions for use, infringe Medafor’s U.S. patent.  CryoLife does not believe that it will infringe Medafor’s patent.  There have been no further communications between CryoLife and Medafor related to the September letter.