Bionx Implants, Inc.
Ticker:BINX 279B Great Valley Parkway
Exchange:NASDAQ-National Market Malvern, PA 19355
Industry:Manufacturing (SIC Code 3841) (610) 296-0919

Offering Information
Type of Shares:Common Shares Filing Date:2/25/97
U.S. Shares:2,000,000 Offer Date:4/25/97
Non-U.S. Shares:0 Filing Range:$12.00 - $14.00
Primary Shares:2,000,000 Offer Price:$10.50
Secondary Shares:0 Gross Spread:$0.74
Offering Amount: $26,000,000 Selling:$0.42
Expenses:$985,000 Reallowance:$0.10
Shares Out After:8,607,513

Primary Underwriting Group
ManagerTierPhone
UBS Securities Inc.Lead Manager (212) 821-4510
Hambrecht & Quist IncorporatedCo-manager (415) 439-3626
Volpe, Welty & CompanyCo-manager (415) 274-4463

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Lowenstein, Sandler, Kohl, Fisher & Boylan
Bank's Law Firm: Brobeck, Phleger & Harrison
Auditor: KPMG Peat Marwick
Registrar/Transfer Agent: StockTrans, Inc.

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 12/31/96
Revenue:$5.03Assets:$5.28
Net Income:-$1.97Curr Assets:
EPS:-$0.31Liabilities:$8.35
Prior EPS:Curr Liabilities:
Cash Flow/Oper:$2.88Equity:-$3.06
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a leading developer, manufacturer, and marketer of Self-Reinforced, reasorbable polymer implants, including screws, pins, arrows and stents, for use in a variety of applications which include orthopaedic surgery, urology, and dentistry. The company's proprietary manufacturing processes self-reinforce a reabsorbable polymer, modifying the gel-like or brittle polymer structure into a physiologically strong structure with controlled, variable strength retention (ranging from three weeks to six months depending upon the medical indication). The company currently markets its products through managed networks of independent sales agents in the U.S. and independent distributors and dealers in markets outside of the U.S. The company's nine product lines, representing more than 100 distinct products, were designed to address recognized clinical needs. The company estimates that its products have been used in over 150,000 surgeries.

Competition
Competition in the medical device industry is intense both in the U.S. and abroad. In orthopaedics, the company's principal competitors are the numerous companies that sell metal implants. The ocmpany competes with the manufacturers and marketers of metal implants by emphasizing the ease of implantation of the company's Self-Reinforced, resorbable implants, the cost effectiveness of such products and the elimination of risks associated with the failure to perform removal surgeries. Overall, the company believes that the primary competitive factors in the markets for its products are safety and efficacy, ease of implantation, quality and reliability, pricing and the cost effectiveness of resorbable products as compared with non-resorbable products. In addition, the length of time required for products to be developed and to receive regulatory approval is an important competitive factor. The company believes that it competes favorably with respect to these factors, although there can be no assurance that it will continue to do so. The medical device industry is characterized by rapid product development and technological advancement. The company's products could be rendered noncompetitive or obsolete by technological advancements made by the company's current or potential comeptitors. There can be no assurance that the company will be able to respond to technological advancements through the development and introduction of new products. Moreover, many of the company's existing and potential competitors have substantially greater financial, marketing, sales, distribution and technological resources than the company. Such existing and potential competitors may be in the process of seeking FDA or other rebulatory approvals, or patent protection, for their respective products or may also enjoy substantial advantages over the company in terms of research and development expertise, experience in conducting clinical trials, experience in regulatory matters, manufacturing efficiency, name recognition, sales and marketing expertise or the development of distribution channels. Since the company's products compete with procedures that have, over the years, become standard within the medical community, there also can be no assurance that the procedures underlying the company's resorbably products will be able to replace more established procedures and products. There can be no assurance that the ocmpany will be able to compete successfully against current or future competitors or that competition will not have a material adverse effect on the company's business, financial condition and results of operations.

Business Plan
The company's goal is to leverage its Self-Reinforcing technology as a platform for the development and sale of resorbable polymer implants across a wide range of medical/surgical applications. The key elements of the company's business strategy include: (I) Develop Proprietary Products by Leveraging the Company's Platform Technology, (ii) Enhance Core Technology Platform, (iii) Leverage Existing Customer Base, (iv) Maintain Focused Sales and Marketing Efforts and (v) Expand the company's Manufacturing Capabilities.

Use of Proceeds
The proceeds from the proposed offering will be used to establish a manufacturing capability in the U.S. and expand manufacturing capacity in Finland, to fund increased research and development, to expand sales and marketing, to fund working capital and for other general corporate purposes, including repayment of certain long-term debt.

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