Biocompatibles International plc
("Biocompatibles" or "the Company")
Biocompatibles, the medical device company focused on the treatment
of cancer and cardiovascular disease, is pleased to announce that
it has conditionally agreed to acquire CellMed AG, and to provide
an update on 2004 trading.
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Acquisition of novel biodegradable bead
technology brings three new product programmes – drug eluting
bead, tissue transplant bead, cosmetic implant bead.
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Expands Biocompatibles’ cancer product
pipeline, adding complementary biodegradable bead technology to
the Company’s existing permanent bead products.
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The initial consideration for all the CellMed
AG shares, payable on closing, is €5.2 million (£3.5
million). Initial consideration of €3.0 million (£2.0
million) in cash and 573,276 Biocompatibles shares payable on closing.
Share consideration equivalent to €2.2 million (£1.5
million) valued at the closing share price on 3rd March 2005.
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Deferred consideration totalling €5.0
million (£3.4 million) payable in 2006. Profit-sharing payments
payable on CellMed’s cell-based programmes in each year up
to and including 2010 subject to an aggregate maximum of €12.0
million (£8.4 million). The maximum aggregate consideration
of €22.2 million (£15.3 million) is payable as to approximately
70% in Biocompatibles’ shares and 30% in cash.*
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Group 2004 turnover: £2.6 million
(up 23%).
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Net funds at 2004-year end: £45.2
million. Expected 2005 closing net funds of £35 million after
Escrow release and Return of Capital.
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Recruitment complete for Biocompatibles
PRECISION I (Hong Kong) clinical trial for the treatment of primary
liver cancer with the doxorubicin drug-eluting bead.
Commenting on today’s announcement, Crispin Simon, Biocompatibles’
Chief Executive, said: "We are delighted with this acquisition.
CellMed brings excellent technology and a number of very promising
new products for our pipeline. Our robust financial position gives
us the resources to maximise its value."
Dr Peter Geigle, Chief Executive of CellMed, commented: "We
are pleased to be joining Biocompatibles. The Company has complementary
technology and relevant skills to ours - and an excellent track record
of generating shareholder value from its product portfolio."
Code Securities advised CellMed and the majority shareholders on
the sell-side.
