Immediately Accretive by Adding EBITDA of Approximately C$750,000 with Increased Synergies, Scale and Efficiency
Strategic Acquisition Allows ImmunoPrecise to Provide Comprehensive and Next Generation Antibody Therapeutic Discovery
Victoria, British Columbia, Canada, April 6, 2018 – IMMUNOPRECISE ANTIBODIES LTD. (“ImmunoPrecise” or the “Company”) (TSX VENTURE: IPA)(OTC PINK: IPATF) is pleased to announce that it has acquired all of the issued and outstanding shares of ModiQuest Research BV (“ModiQuest“). As a result of the acquisition of ModiQuest, ImmunoPrecise is now an innovative, integrated antibody solutions company focused on the next generation of technology behind therapeutic antibody discovery.
Financial Benefits of Acquisition
- Anticipated accretive annualized revenues of between C$3.5M to C$4.5M for fiscal 2019.*
- Anticipated accretive annualized EBITDA of between C$750,000 to C$850,000 for fiscal 2019.*
- European operations now account for approximately 66% of corporate revenues.
- ModiQuest operations experience high gross margins of approximately 73%.*
Strategic Benefits of Acquisition
- Creates single source provider of services across the full antibody discovery value chain, such as an increased variety of therapeutically-focused methods of immunization and antigen design, including several, highly effective methods of genetic immunization with multiplexed screening, B-cell screening and sorting technologies, efficient antibody expression, stable cell line development, and lead selection, optimization and characterization.
- Acquisition of next generation antibody discovery technologies, building on ImmunoPrecise’s goal of revolutionizing therapeutic antibody discovery:
- ModiVaccTM: a novel and proprietary technology based on immunization with an augmented, lymphoid tumor cell line, ideal for generating strong immune responses against low immunogenic or difficult targets.
- ModiSelectTM: a proprietary technology for antigen-specific B-cell isolation from immunized animals and humans, resulting in large numbers of high affinity, pre-defined, therapeutic and diagnostic antibodies.
- ModiXpressTM: a proprietary and cost-efficient platform for rapid cloning, selection for high expression, purification of antibodies and stable cell line development.
- ModiFuseTM: a proprietary and highly-scalable electrofusion, more than fifteen times (15x) efficient than traditional PEG-fusions.
- ModiPhageTM: human patient, human and llama (VHH and scFv) naïve, and custom phage libraries with supporting, customizable services.
- ModiTuneTM: antibody chimerization with any Fc region of choice, robust and efficient humanization services, and affinity maturation.
- Overall increased probability of discovering therapeutically-relevant antibodies, which translates into greater success at clinic level.
Jennifer Bath, CEO of ImmunoPrecise stated, “Our acquisition of ModiQuest confirms our commitment to excellence as a CRO focused on the next generation of antibody discovery. Utilizing our teams’ extensive experience, combined with ModiQuest’s proprietary technologies, will further reduce timelines and enhance our unique capability to generate therapeutic antibodies with the highest probability of clinical success, as ImmunoPrecise continues to bring all related, core activities within one company. The acquisition is immediately accretive and will have a positive impact on consolidated revenues and earnings in the near future.”
Terms of Acquisition and Financing
ImmunoPrecise acquired ModiQuest and its sister entity, Immulease B.V. (“Immulease”), for an aggregate purchase price of €7,000,000 (C$11,200,000) (the “Purchase Price”). Immulease is a holding company owning research equipment used in ModiQuest’s operations. €5,000,000 (C$8,000,000) of the Purchase Price was paid on closing, consisting of €2,500,000 (C$4,000,000) in cash and 6,600,399 common shares of ImmunoPrecise (valued at a price of €0.38 (C$0.57) per share). The remaining €2,000,000 (C$3,200,000) of the Purchase Price will be paid in three annual installments of consisting of equal parts cash and equity. The annual installment payments will be adjusted downwards (but not upwards) on a prorated basis if ModiQuest’s EBITDA for the fiscal year preceding the date of payment is less than its average EBITDA over the previous two fiscal years.
In conjunction with closing the transaction, ImmunoPrecise completed its previously announced non-convertible debenture (the “Debentures”) financing in the principal amount of C$4,002,000 (the “Offering”). The Debentures are unsecured, bear interest at a rate of 10% per annum, payable semi-annually, and be due eighteen months from the date of issue.
Under the Offering, a holder of a Debenture received 37,500 detachable share purchase warrants (the “Warrants”) for every $25,000 of Debentures subscribed for by the holder. The Warrants are exercisable at $0.70 per share for a period of four years from the date of issue.
The proceeds of the Offering were used to satisfy the closing cash payment to acquire ModiQuest and Immulease. Under the Offering, ImmunoPrecise paid the following finder’s fees: $10,000 in cash, 533,980 in shares of ImmunoPrecise and 395,942 Warrants.
About ImmunoPrecise Antibodies Ltd.
Immunoprecise, is a full-service, therapeutic antibody discovery company focused on the next generation of antibody discovery, to deliver the most therapeutically-relevant antibodies, in a shorter period of time, with the highest probability of clinical success.
Immunoprecise offers highly customizable therapeutic antibody programs and is a preferred CRO for Ligand Pharmaceutical’s OmniAb transgenic animal platform. The services offered to customers include a wide range of therapeutically-relevant immunization strategies, including protein, cell-based and genetic immunization methods, against diverse families of therapeutic targets.
Immunoprecise continues to offer a wide range of complementary services including our rabbit monoclonal antibody technology (RMAT), polyclonal antibodies, recombinant protein and antibody expression and purification, diagnostic and tool antibody generation, as well as cryopreservation services for the storage of valuable biological materials including hybridoma clones, plasmid constructs, and cell lines.
Immunoprecise operates from state-of-the-art facilities located at the Vancouver Island Technology Park in Victoria, British Columbia, which house its tissue culture and molecular laboratories as well as an animal care unit. It is a member of the Canadian Council for Animal Care and operates in association with U-Protein Express B.V., its subsidiary laboratory in the Life Science Incubator, Utrecht Science Park, Utrecht, the Netherlands.
Immunoprecise employs a highly experienced group of R&D scientists. Over the last 25 years, investments in innovative and proprietary technologies and methods have vastly improved the speed and efficiency of antibody discovery and testing.
For further information please contact:
ImmunoPrecise Antibodies Ltd.
3204-4464 Markham Street.
Victoria, BC V8Z 7X8
For investor relations please contact:
Contact Financial Corp.
1450 – 701 West Georgia St.
Vancouver, BC V7Y 1G5
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 ModiQuest, and such risks and uncertainties described in the Company’s Filing Statement dated December 13, 2017 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.
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