Macropore Inc. IR-Pages
MacroPore Biosurgery Completes Sale of SurgiWrap(TM) Under Modified Terms
Ad-hoc-announcement transmitted by DGAP.
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MacroPore Biosurgery Completes Sale of SurgiWrap(TM) Under Modified Terms;
Company To Receive $7 Million Upfront Payment
MacroPore Biosurgery, Inc. (Frankfurt: XMP) (Reuters: MACP.DE) (XMP:GR)
announced today it has completed the sale of its bioresorbable thin film product
line, which includes SurgiWrap(TM) and CardioWrap(TM), to MAST Biosurgery AG
(MAST), which is held by a syndicate of investors led by Medicis Ventures
Management GmbH (Medicis).
MacroPore Biosurgery has received an initial payment of $6.72 million. MacroPore
Biosurgery will receive an additional $0.28 million within three weeks, and a
$2.0 million payment, or $2.0 million worth of stock in MAST, no later than the
second quarter of 2005. MacroPore Biosurgery will act as a short-term backup
supplier of products to MAST. Further, MacroPore Biosurgery retains all thin
film rights for the Japanese market, an exclusive license to bioresorbable thin
film for the spinal market and a perpetual nonexclusive license to bioresorbable
thin films in connection with regenerative cell technology. MAST has a three
year option to acquire the right to bioresorbable thin films for the Japanese
market from MacroPore Biosurgery for at least $3.0 million, plus substantial,
contingent additional consideration pursuant to a business development agreement
between MAST and MacroPore Biosurgery.
The terms of the product line sale are modified from the terms of an earlier
agreement, which was announced in December 2003, to sell the worldwide product
line, including the Japanese market.
“The sale of the thin film product line allows us to further focus on
regenerative medicine while strengthening our balance sheet and avoiding near-
term negative cash flow on the SurgiWrap(TM) product line’s operations,” said
Christopher J. Calhoun, President and CEO of MacroPore Biosurgery. “The modified
terms provide us the opportunity to retain greater value from the Japanese
market, the world’s second largest market for anti-adhesion barriers, through a
distribution agreement with a third party under which we can benefit directly
or, if MAST exercises its option to acquire the Japan rights, through a business
development agreement with MAST. As a result, the modified terms are mutually
beneficial to MacroPore Biosurgery and the buyer.”
Guidance
The closing of the transaction will have no impact on MacroPore Biosurgery’s
2004 revenue guidance due to the anticipated back-up supply revenues for the
bioresorbable thin film.
About MacroPore Biosurgery, Inc.
MacroPore Biosurgery (Frankfurt: XMP) is focused on the discovery, development
and commercialization of regenerative medicine technologies. We have two
technology platforms, bioresorbable technology and regenerative cell technology.
Our bone-fixation bioresorbable surgical instruments, derived from our
bioresorbable technology, represent one of the latest advancements in spine and
orthopedic medicine. They are manufactured by us and distributed exclusively
through Medtronic Sofamor Danek. Within our regenerative cell technology
program, we are developing a system to isolate autologous, homologous-use,
regenerative cells. Simultaneously, we are generating the scientific knowledge
through internal research to support the clinical use of these cells. Our most
advanced research and development program is in the repair of cardiovascular
tissues that are damaged after a heart attack. We are also researching
applications in bone repair, spinal disc regeneration, and cosmetic and
reconstructive surgery. For further information please visit our web site
http://www.macropore.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release includes forward-looking statements regarding events and
trends which may affect MacroPore Biosurgery’s future operating results and
financial position. Such statements are subject to risks and uncertainties that
could cause MacroPore Biosurgery’s actual results and financial position to
differ materially from those predicted in the forward-looking statements,
including our limited operating history, operational net losses, high-risk
strategy, and reliance on Medtronic, as well as uncertainty regarding how much
product Mast Biosurgery AG will order from us under the back-up supply
arrangement and whether we will be able to enter into a distribution agreement
with a third party of thin film for the territory of Japan. These and other
risks and uncertainties are described (under the heading “Risk Factors”) in our
2003 Form 10-K annual report for the year ended December 31, 2003, which is
available on the U.S. Security and Exchange Commission’s website at www.sec.gov
or on our web site, www.macropore.com. MacroPore Biosurgery assumes no
responsibility to publicly release any revision of forward-looking statements to
reflect events, trends or circumstances after the date they are made.
Contact:
MacroPore Biosurgery, Inc.
Tom Baker
Media & U.S. Investors
Tel. +1-858-458-0900
tbaker@macropore.com
MacroPore Biosurgery, Inc.
Stefanie Bacher
European Investors
Tel. +1-858-362-0365
sbacher@macropore.com
edicto GmbH
Axel Mühlhaus/Sönke Knop
European Investor &
Press Agency
Tel.: +49 (0) 60 84 94 85-90
kontakt@edicto.de
end of ad-hoc-announcement (c)DGAP 14.05.2004
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WKN: 940682; ISIN: USU553961025; Index: NEMAX 50
Listed: Geregelter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin-
Bremen, Düsseldorf, Hamburg, Hannover und Stuttgart
140800 Mai 04
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