VICTORIA, BC, Dec. 22, 2017 /CNW/ - IMMUNOPRECISE ANTIBODIES LTD. (the "Company") (TSX VENTURE: IPA)(OTC PINK: IPATF) announces that it has signed a binding letter of intent with Crossbeta Biosciences B.V. ("Crossbeta") whereby the Company has agreed to acquire all of the issued and outstanding shares of Crossbeta (the "Transaction").
The Transaction continues to realize on the Board's commitment to grow globally through strategic acquisitions. It allows IPA to build a pipeline of antibodies with application in biomarker/diagnostic assays and as therapeutics and thereby significantly extends its ambition of becoming a single source provider of services across the full antibody discovery value chain (antigen design, hit generation, lead selection, lead optimization and lead characterization) and to offer the full spectrum of antibody production methodologies (library based technologies, hybridoma methods, transgenic animal based platforms and single B cell based technology). Furthermore, the acquisition enhances the Company's source of and capacity for developing unique antigens for generating and selecting antibodies.
"In acquiring Crossbeta Biosciences B.V., IPA becomes a leading integrated antibody solutions company with high value potential biomarker/diagnostic and therapeutic assets" said Dr. James Kuo, Chairman, Interim President of the Company.
Crossbeta is a privately held company based in the Netherlands with a proprietary technology for efficient oligomer-based drug discovery, with applications in Alzheimer's, Parkinson's, ALS and Huntington's disease. Crossbeta's technology allows the generation of well-defined stable, pathobiologically functional, oligomers. Crossbeta's oligomers allow fast, de-risked drug candidate screening and the generation of antibodies with high affinity as well as high specificity. The capabilities of Crossbeta's technology have already yielded multiple antibodies with biomarker/diagnostic and therapeutic potential for Alzheimer's and Parkinson's disease.
Crossbeta offers its proprietary technology for strategic collaborative partnerships aimed at developing new oligomer targets and related screening assays and for therapeutic and diagnostic/biomarker assay development programs.
The Transaction brings in important intellectual property and technology in connection with the treatment of age-related diseases to the Company.
Terms of Transaction with Crossbeta
Under the binding letter of intent, the Company and Crossbeta have agreed to negotiate a definitive agreement (the "Definitive Agreement") whereby the Company will acquire all of the issued and outstanding shares of Crossbeta for €8,500,000 (CAD$12,835,000) (the "Purchase Price") by either (A) the issuance of common shares of the Company on closing of the Transaction, or (B) the issuance of convertible notes that bear interest at a rate of 6% per annum (the "Notes") on closing of the Transaction. The Notes will be convertible, at the option of the holder, into cash or shares of the Company in increments of 25% of their total value at six, eighteen, thirty and thirty-six months after the date of closing. Notwithstanding the foregoing, the Company to repay the notes with cash at any time.
The letter of intent also sets forth the Company's commitment to fund Crossbeta, after being acquired by the Company, for a total of €15,000,000 (CAD$22,650,000) as follows: (A) €800,000 (CAD$1,208,000) on closing of the Transaction, (B) €5,000,000 (CAD$7,550,000) upon commencement of preclinical trials, and (C) €9,200,000 (CAD$13,892,000) upon commencement of human clinical trials. The Company will also commit up to €800,000 (CAD$1,208,000) for gene therapy for the shark antibody. The CEO of Crossbeta will also enter into a three year management contract, which will include non-solicitation and non-competition clauses. The Company has also agreed to appoint one of the principal shareholders of Crossbeta to its board of directors.
The parties will be entitled to carry out due diligence of each other until January 15, 2018. Upon the parties completing due diligence to their reasonable satisfaction, the parties will enter into the Definitive Agreement setting forth the terms and conditions of the Transaction by January 30, 2018. Completion of any transaction with Crossbeta is subject to a number of conditions, including but not limited to, completion of due diligence, negotiation of definitive agreements in respect of such a transaction, the availability of financing on terms acceptable to the Company, and receipt of any required regulatory and shareholder approvals. A transaction cannot be completed until these conditions are satisfied, and there can be no assurance that a transaction will be completed at all.
About ImmunoPrecise Antibodies Ltd.
The Company is an integrated antibody solutions company that is a single source provider of services across the full antibody discovery value chain (antigen design, hit generation, lead selection, lead optimization and lead characterization). The Company utilizes the full spectrum of antibody production methodologies (library based technologies, hybridoma methods, transgenic animal based platforms and single B cell based technology) with a growing focus on generating human antibodies.
The services offered to customers include the development of mouse and rat monoclonal and rabbit recombinant monoclonal antibodies against a wide spectrum of antigens, as well as polyclonal antibodies, immunologically based assays, and solutions to challenges faced by clients in antibody related research and development. In addition, cryopreservation services are provided for the storage of valuable biological materials including hybridoma clones, plasmid constructs, and cell lines. The antibodies produced by the company target a wide variety of environmental, diagnostic and research applications.
Antibodies are naturally occurring proteins capable of binding to specific target molecules, or antigens. They have been used very widely in research assays, diagnostics, purification and therapeutics. The target market for the Company's antibody and peptide products includes organizations in the academic, biological, diagnostic and pharmaceutical fields. This is a large growing market that is expected to double in the next ten years.
The Company operates from two state-of-the-art laboratory facilities in North America and Europe. The Company's facility at the Vancouver Island Technology Park in Victoria, British Columbia houses tissue culture and molecular facilities, an animal care unit, and cryo-preservation facilities. Its facility in Utrecht, The Netherlands offers fast and large-scale production of (mammalian) recombinant proteins and antibodies for research and pre-clinical applications.
Forward Looking Information
This news release contains statements that, to the extent they are not recitations of historical fact, may constitute "forward-looking statements" within the meaning of applicable Canadian securities laws. The Company uses words such as "may", "would", "could", "will", "likely", "expect", "believe", "intend" and similar expressions to identify forward-looking statements. Any such forward-looking statements are based on assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments. However, whether actual results and developments will conform to the Company's expectations and predictions is subject to any number of risks, assumptions and uncertainties. Many factors could cause the Company's actual results to differ materially from those expressed or implied by the forward-looking statements contained in this news release. Such factors include, among other things, the Company closing its acquisition of Crossbeta, and such risks and uncertainties described in the Company's Filing Statement dated December 13, 2016 which can be accessed at www.sedar.com. The "forward-looking statements" contained herein speak only as of the date of this press release and, unless required by applicable law, the Company undertakes no obligation to publicly update or revise such information, whether as a result of new information, future events or otherwise.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE ImmunoPrecise Antibodies Ltd.
For further information: ImmunoPrecise Antibodies Ltd., Phone: 1-250-483-0803, 3204-4464 Markham Street, Victoria, BC V8Z 7X8, www.immunoprecise.com; For investor relations please contact: Rob Gamley, Phone: 1-604-689-7422, Email: [email protected], Contact Financial Corp., 1450 - 701 West Georgia St., Vancouver, BC V7Y 1G5