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Strategic deal drives top-line growth
2 July 2009: NorDiag ASA has today entered into a joint venture (JV) with LinkMed AB and SSP Primers AB. The JV will be in the form of a jointly owned company, named Olerup International AB, which will be owned 50% by NorDiag and 25% by LinkMed AB and SSP Primers AB respectively. The JV company, which will be consolidated into NorDiag's accounts as a subsidiary as from 2 July 2009, is estimated to increase NorDiag's consolidated revenues in 2009 by approximately NOK 40 million and is expected to provide a positive profit contribution in the second half of 2009. The JV company will have wholly owned subsidiaries in Vienna, Austria (Olerup GmbH) and West Chester, Pennsylvania US (Olerup Inc).
The purpose of the JV is to coordinate the JV partners' distribution strategy of products in the HLA/tissue typing field.
NorDiag's contribution to the JV is key personnel and a US infrastructure, as well as an extended and complementary product line in the field.
LinkMed AB's contribution is the sales and marketing rights for the Olerup SSP and Absorber product lines in the field, as well as a central European infrastructure and established distributor network.
SSP Primers AB's contribution is key personnel and technical and market know how. SSP Primers AB is a shareholder in NorDiag, owning 3.32% of the NorDiag ASAs shares per July 2, 2009.
The JV has established a bank overdraft facility to fund working capital needs. LinkMed AB and SSP Primer AB has an option to purchase NorDiag's shares in the JV company, and NorDiag has an option to sell its shares in the JV company to LinkMed AB and SSP Primer AB. The options may in general not be exercised prior to 1 July 2012. The strike price shall be calculated by using an agreed EBIT-based formula, with a higher multiple if the purchase option is used than if the put option is used. The options expire on 30 June 2019.
HLA-typing is a required step performed prior to a transplantation operation in order to match the donor and the recipient, and LinkMed acquired the rights to the Olerup SSP product line in July 2008 from the founder, Olle Olerup. Olerup is considered a world leading competence in this field. LinkMed AB is also the 42% owner of AbSorber AB who supplies the AbSorber product line to the JV. AbSorbers transplantation test XM-ONE® is unique as it is the first standardized test that can detect antibodies against the cells that line the inside of blood vessels. These endothelial cells are the first point of contact between the transplanted organ and the recipient's immune system. Anti-endothelial cell antibodies have been shown to play a key role in causing post-transplantation rejections.
"This move will generate a substantial boost to our top-line as well as accelerate our way to a positive cash flow. In addition, NorDiags Arrow instrument is complementary to the Olerup SSP- and Absorber products. The JV is in possession of a worldwide distribution network, which increases the distribution power of all NorDiag's products beyond its current distribution network", says Mårten Wigstøl, CEO in NorDiag.
"The partnership with NorDiag will strengthen and increase the resources in Olerup International substantially. NorDiag brings key personnel within HLA typing. We will now get an up and running sales organization in the US just like we obtained in Europe after our acquisition of a portion of Qiagen GmbH. This will have a great sales impact for both Olerup and AbSorber", says Ingemar Lagerlöf, CEO of LinkMed AB.
Contact:
CEO NorDiag Mårten Wigstøl, phone +47 911 65775
VD LinkMed Ingemar Lagerlöf, phone +46 8 508 939 93
About NorDiag:
NorDiag is a biotechnology company developing, manufacturing and marketing automated solutions, instruments and tests, for use in diagnostic of infectious diseases and cancer. The Company`s core competence is isolation of bacterial and human DNA from difficult clinical samples, and the Company has established a solid market share in the Scandinavian market for sexually transmitted infections. The company has similar applications for Tuberculosis, MRSA and DNA from stool. Applications for respiratory pathogens and viruses are under development. NorDiag was founded in 2003 and has its headquarters in Oslo - Norway. The Company has offices and laboratories in Stockholm - Sweden and West Chester (PA) - USA. The group has 31 man years. NorDiag is listed on Oslo Stock Exchange with the ticker NORD.
For further information - www.nordiag.com.
Read the notice in Norwegian here