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SYGNIS AG plans to acquire profitable proteomics player Expedeon Holdings Ltd.
- Acquisition provides well-established direct sales forces in the U.S. and Europe and broadens product portfolio
- Combined 2016 pro-forma revenues to exceed EUR 5 million
- Planned capital increase by way of a rights offering of up to 20.5 million shares
- New shares not subscribed will be offered to Expedeon shareholders as contribution in kind in exchange for Expedeon shares
- Expected proceeds of up to EUR 5 million to cover additional cash payment to Expedeon shareholders and transaction-related expenses
- The Company will host a conference call today at 14:00 Central European Time (CET)
Madrid, Spain and Heidelberg, Germany, 9 May, 2016 – SYGNIS AG (Frankfurt: LIO1; ISIN: DE000A1RFM03; Prime Standard) today resolved, with the approval of the Supervisory Board, to acquire Expedeon Holdings Ltd., a privately held UK proteomics company with sales offices in the U.S., UK and Singapore. Expedeon develops, manufactures and commercializes proteomics reagents and tools, marketed worldwide by Expedeon`s direct sales force and via distributors.
To finance the transaction, the Management Board of SYGNIS AG has resolved, with the approval of the Supervisory Board, to increase the Company’s share capital by up to EUR 20,538,089.00 from EUR 16,803,891.00 to EUR 37,341,980.00 by issuing up to 20.538.089 shares by way of a rights offering.
New shares not subscribed in the rights offering will be offered to Expedeon shareholders as contribution in kind against Expedeon shares. SYGNIS intends to acquire Expedeon by issuing approximately 80% of the new shares against contributions in kind (Expedeon shares).
Any new shares not subscribed by SYGNIS or Expedeon shareholders will be offered to select qualified investors in a private placement. Expected proceeds from the capital increase of up to EUR 5 million will be used for transaction-related expenses, including EUR 1.7 million cash payments to Expedeon shareholders, one-off integration costs and financing working capital. The transaction is subject to the approval by the Annual General Meeting on 20 June 2016.
Pilar de la Huerta, CEO and CFO of SYGNIS, commented: “In combining Expedeon and SYGNIS, we are creating a genomics and proteomics specialist with a broad product portfolio. Expedeon`s experienced international sales force will help us to execute on our international sales and commercialization strategy. Expedeon has OEM deals in place already with leading reagent companies worldwide, these existing channels will enhance the demand for SYGNIS products in the U.S. and Asian markets. Acquiring Expedeon will reduce the time to market for SYGNIS.”
“Expedeon is a profitable company with one third of its revenues coming from the U.S. market,” said de la Huerta. “Expedeon sales have increased each year over the past four years, driven by innovative and high margin products. We expect our joint pro-forma revenues for 2016 to exceed EUR 5 million, with strong upside potential in 2017. I very much look forward to working with the Expedeon team and making this transaction a success.”
Heikki Lanckriet, PhD, CEO of Expedeon, said: “SYGNIS and Expedeon share a vision of innovation and service by providing leading edge, patented genomics and proteomics tools to the scientific community. Our product lines are focused on complementary market segments, offering significant customer benefits. By joining forces with SYGNIS, we will be able to offer a wide variety of innovative products along the value chain and will have access to the international capital markets to effectively grow the business. We look forward to working with the SYGNIS team, exploiting our many market opportunities and meeting the new organization’s growth and profitability goals.”
SYGNIS will host a conference call (conducted in English) today at 14:00 Central European Time (CET), hosted by Pilar de la Huerta, CEO and CFO of SYGNIS, to discuss the planned acquisition of Expedeon.
Conference call details:
Time: 9 May 2016, 14:00 Central European Time (CET)
Interested parties can access the conference call via the following telephone numbers:
• From Germany: +49 (0) 69 7104 45598
• From Spain: +34 91 787 0777
• From the U.S.: +1 646 843 4608
• From the UK and other countries: +44 (0) 20 3003 2666
When prompted, please provide the password, “SYGNIS”.
The conference call, which is also being webcast, will be accompanied by a slide presentation which can be accessed during the call at: https://mc-events.webex.com/mc-events/j.php?MTID=m6d1de463f2246857a9c4941756551e97
Please dial in 5 minutes before the beginning of the event.
A conference call recording will be available in the “Investors” section of the Company’s website at www.sygnis.com following the live call.
For further information on this transaction please also go to www.sygnis-merger.com.
For further information please contact:
Pilar de la Huerta
Phone: +34 91 192 36 50
MC Services AG
Phone: +49 89 210228 30