Navamedic and Laboratoires Expanscience have entered into an Asset Purchase Agreement regarding the pharmaceutical product Glucomed. The sales price is EUR 4.65 million plus a possible earn out given certain achieved sales targets in 2010 to 2013.
(Lysaker/Paris, 14 August 2009): Navamedic and Laboratoires Expanscience have entered into an Asset Purchase Agreement regarding the pharmaceutical product Glucomed. The sales price is EUR 4.65 million plus a possible earn out given certain achieved sales targets in 2010 to 2013.
Laboratoires Expanscience is an international pharmaceutical company with broad experience within the treatment of osteoarthritis. Navamedic is very pleased with the new owner and trust that they will be a good partner for the distributors in the 11 countries were Glucomed is already launched and that they will secure further product launches.
With the acquisition of this major ethical product, Laboratoires Expanscience is proud to reinforce its leadership position in the rheumatology market.
Simultaneously with the signing of the Asset Purchase Agreement the companies signed a Distribution Agreement for Glucomed in Sweden, Denmark, Norway and Finland. Navamedic will have the right to distribute Glucomed in the four countries through Vitaflo Scandinavia AB. The agreement lasts for 8 years.
About Laboratoires Expanscience: Since it was set up in 1950, Laboratoires Expanscience has initiated launches of innovative products on the health and well being markets, and developed expertise in Rheumatology, Dermo-Cosmetics, Dental care, Dermatology, Nutraceuticals and Active Principles for Cosmetics. Laboratoires Expanscience is also a leader in two specific fields. Piascledine 300 occupies a leading position in France on the market for specialized pharmaceutical products for use in rheumatology. Mustela is the leader of the baby care and stretch marks markets in European pharmacies. At an international level, Laboratoires Expanscience operates through 8 subsidiaries in over 50 countries covered by distributors. Laboratoires Expanscience had an annual turnover of 230 million euros in 2008 and had a total workforce of 930 employees. The company has built up considerable strength in Research and Development, thanks to its R & D Centre, whose work has led to registering more than 50 patents during the last ten years.
The Deal: The sales price is EUR 4.65 million plus a possible earn out given certain achieved sales targets in 2010 through 2013. The possible earn out will be calculated and eventually paid annually. All immaterial rights and fixed assets related to the product and a part of the API inventory will be transferred to Laboratoires Expanscience. Navamedic's costs related to the transaction are estimated around EUR 420,000. Net profit for Navamedic will be approximately EUR 3.25 million. Closing date for the transaction is 3rd September 2009. All assets and cash will be transferred at this date.
In November 2008 the Board of Directors in Navamedic decided to focus the company's further development on the Direct Sales and Marketing Business, through Vitaflo Scandinavia AB. Glucomed was no longer a core asset and would be sold off given a fair price and the right conditions. Navamedic has since this date searched for a new owner for Glucomed through the company's own contacts and through an international broker. Several companies have shown interest for the product and selected companies have conducted a Due Diligence. The sales process of Glucomed is concluded with this agreement. API inventory valued at EUR 1,020,000 is not part of the deal and Navamedic will seek to find another buyer for this inventory.
More information will be given at the Q2 presentation August 19th. An information document regarding the transaction will be published pursuant to the Continuing Obligations at Oslo Stock Exchange.