Opto Circuits (India) Ltd on Tuesday announced that it has entered into a definitive agreement with Criticare Systems Inc, a US-based healthcare company, to launch a tender offer to acquire all the outstanding shares of Criticare at an offer price of US$ 5.50 per share, for an aggregate price of approximately US$ 68 million (including debt and cash).

The offer price represents a premium of 65 per cent to the average price of Criticare common stock over the preceding three months and a premium of 19 per cent, to the closing price of Criticare common stock on Friday, February 22, 2008, of US$ 4.62.

Vinod Ramnani, CMD of Opto Circuits, said, “This acquisition will help Opto expand its patient monitoring business and will further fortify its presence in the US.”

Under the terms of the agreement, which is being made publicly available through a filing by Criticare Systems with the SEC, a wholly-owned subsidiary of Opto Circuits, will make an all cash tender offer for all outstanding shares of Criticare common stock and then merge with Criticare. Board of Directors of Criticare has recommended that  stockholders of Criticare accept the offer and tender their shares of Criticare common stock pursuant to the offer.