23.01.2017
Biotest AG DE0005227235
DGAP-News: Biotest AG: Biotest to sell US therapy business to ADMA Biologics, Inc., and will receive approximately 50% of the shares of ADMA Biologics, Inc. at closing, which is anticipated to occur in the first half of 2017.
DGAP-News: Biotest AG / Key word(s): Disposal
Biotest AG: Biotest to sell US therapy business to ADMA Biologics, Inc., and
will receive approximately 50% of the shares of ADMA Biologics, Inc. at
closing, which is anticipated to occur in the first half of 2017.
23.01.2017 / 13:04
The issuer is solely responsible for the content of this announcement.
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PRESS RELEASE
Biotest to sell US therapy business to ADMA Biologics, Inc., and will
receive approximately 50% of the shares of ADMA Biologics, Inc. at closing,
which is anticipated to occur in the first half of 2017.
- Earnings before interest and taxes of Continued Operations in 2016
increases by approx. EUR30 million
- Biotest secures participation in future success of ADMA Biologics, Inc.
- Biotest receives distribution rights of specified current product and a
right of first offer for the distribution of future products of ADMA
for Europe, Near and Middle East and selected Asian countries
- Including one-time expenses Biotest will report a loss of EUR 80
million as Discontinued Operations
Dreieich, 23 January 2017. Biotest's US subsidiary, Biotest Pharmaceuticals
Corporation, Boca Raton, Florida, USA, (BPC), has entered into a definitive
agreement with ADMA Biologics, Inc., Ramsey, New Jersey, USA, (ADMA) to
sell certain assets of the US therapy business. Included in the assets to
be transferred at closing are BPC's plasma fractionation facility, its
commercial products, contract manufacturing agreements as well as BPC's
Boca Raton, Florida headquarters and real properties.
Upon closing of this transaction, Biotest will receive equity interest in
ADMA's issued and outstanding capital stock in the form of 50% minus one
share representing 25% of the voting rights. In addition, Biotest will:
- Receive two ADMA plasma centers in the USA on January 1, 2019
- Obtain distribution rights for ADMA's innovative product (RI-002) and a
right of first offer for the distribution of future ADMA developed
plasma-based products in Europe, Near and Middle East and selected
Asian countries
- Participate from the future development of products in the USA
As part of the transaction, Biotest will contribute EUR11.5 million in cash
as well as a EUR14 million loan. The loan bears 6% interest and has a term
of 5 years. In addition, Biotest will contribute up to EUR11.5 million
towards a future capital increase of ADMA on equal terms as third party
investors.
BPC will maintain its focus on its plasma operations business which
includes 22 plasma centers located across the USA.
Due to an unforeseeable delay in the contractually required ramp up of the
manufacturing of Bivigam(R) at the Boca Raton production site of BPC,
Biotest and Kedrion Biopharma Inc., Fort Lee, New Jersey, USA (Kedrion
Biopharma) mutually terminated the contract of the Bivigam(R) distribution
agreement in the USA effective immediately.
Effective immediately, Biotest will report the US therapy business of BPC
as Discontinued Operations. For the fiscal year 2016, Biotest expects this
business unit to report a loss of approximately EUR80 million. This
includes the loss of the therapy business, the depreciation of inventory
and the impairment of the remaining goodwill, the expected expenses for the
termination of the Kedrion Biopharma distribution agreement as well as re-
structuring expenses.
The EBIT of the Continued Operations is expected to improve by approx.
EUR30 million in the fiscal year 2016.
"Biotest and ADMA look forward to the closing of this promising
transaction, which is anticipated to occur during the first half of 2017,"
said Dr. Bernhard Ehmer, Chief Executive Officer and Chairman of the Board
of Management of Biotest AG. "Given the Company's significant experience in
the plasma products industry, we are confident that ADMA is ideally suited
to maximize the commercial potential of the acquired assets."
This transaction is part of the Biotest Group strategy to limit risks,
utilize competencies by developing partnerships and creating new options
for future strategic development. After the closing of this transaction,
Biotest will continue to have an equity ratio of almost 40%, will focus its
resources on "Biotest Next Level", the on-going manufacturing expansion
project at Biotest's headquarters located in Dreieich, Germany, and the
successful expansion of its plasma center network.
The transaction, subject to customary closing conditions, including
approval of ADMA's shareholders, is expected to close during the first half
of 2017.
Conference Call:
Dr. Bernhard Ehmer (CEO) and Dr. Michael Ramroth (CFO) will explain the
transaction and answer your questions in a conference call today at 02:00
pm CET.
Please find below the dial-in details of the Biotest conference call:
Germany: +49-69 2475 0189 5
United Kingdom +44-203 3679 216
The call will available for download on our webpage: www.biotest.com after
the conference call.
About ADMA Biologics, Inc.
ADMA is a biopharmaceutical company that develops, manufactures and intends
to commercialize specialty plasma-based biologics for the treatment and
prevention of Primary Immune Deficiency Disease (PIDD) and certain
infectious diseases. ADMA's mission is to develop and commercialize plasma-
derived, human immune globulins targeted to niche patient populations for
the treatment and prevention of certain infectious diseases. The target
patient populations include immune-compromised individuals who suffer from
an underlying immune deficiency disease, or who may be immune-compromised
for medical reasons. For more information, please visit the company's
website at www.admabiologics.com.
About RI-002
ADMA's lead product candidate, RI-002, is a specialty plasma-derived,
polyclonal, intravenous immune globulin (IGIV) derived from human plasma
containing naturally occurring polyclonal antibodies (e.g., Streptococcus
pneumoniae, H. influenza type B, cytomegalovirus (CMV), measles, tetanus,
etc.) as well as standardized, high levels of antibodies to respiratory
syncytial virus (RSV). ADMA is pursuing an indication for the use of this
specialty intravenous immune globulin (IGIV) product for treatment of
patients diagnosed with PIDD. Polyclonal antibodies are the primary active
component of IGIV products. Polyclonal antibodies are proteins that are
used by the body's immune system to neutralize microbes, such as bacteria
and viruses. Data review indicates that the polyclonal antibodies present
in RI-002 support its ability to prevent infections in immune-compromised
patients.
About Bivigam
Bivigam is a immunoglobulin (IGIV) solely licensed in the US.
About Biotest
Biotest is a provider of plasma proteins and biological drugs. With a value
added chain that extends from pre-clinical and clinical development to
worldwide sales, Biotest has specialised primarily in the areas of clinical
immunology, haematology and intensive medicine. Biotest develops and
markets immunoglobulins, coagulation factors and albumins based on human
blood plasma. These are used for diseases of the immune and haematopoietic
systems. In addition Biotest develops monoclonal antibodies in the
indications of cancer of plasma cells and systemic lupus erythematosus
which are produced by recombinant technologies. Biotest has more than 2,500
employees worldwide. The preference shares of Biotest AG are listed in the
SDAX on the Frankfurt stock exchange.
IR contact
Dr. Monika Buttkereit
phone: +49-6103-801-4406
email: [email protected]
PR contact
Dirk Neumüller
phone: +49-6103-801-269
email: [email protected]
Biotest AG, Landsteinerstr. 5, 63303 Dreieich, Germany, www.biotest.de
Ordinary shares: securities' ID No. 522720; ISIN DE0005227201
Preference shares: securities' ID No. 522723; ISIN DE0005227235
Listing: Prime Standard
Open Market: Berlin-Bremen, Düsseldorf, Frankfurt, Hamburg, Hanover,
Munich, Stuttgart
Disclaimer
This document contains forward-looking statements on overall economic
development as well as on the business, earnings, financial and assets
position of Biotest AG and its subsidiaries. These statements are based on
current plans, estimates, forecasts and expectations of the company and are
thus subject to risks and elements of uncertainty that could result in
significant deviation of actual developments from expected developments.
The forward-looking statements are only valid at the time of publication.
Biotest does not intend to update the forward-looking statements and
assumes no obligation to do so.
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23.01.2017 Dissemination of a Corporate News, transmitted by DGAP - a
service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
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Language: English
Company: Biotest AG
Landsteinerstraße 5
63303 Dreieich
Germany
Phone: 0 61 03 - 8 01-0
Fax: 0 61 03 - 8 01-150
E-mail: [email protected]
Internet: http://www.biotest.de
ISIN: DE0005227235, DE0005227201
WKN: 522723, 522720
Indices: SDAX
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover,
Munich, Stuttgart, Tradegate Exchange
End of News DGAP News Service
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