Mergers and Acquisitions

Date: 2012-03-01

Type of information: Company acquisition

Acquired company: Pierrel Research International (CRO business of Pierrel) (Italy)

Acquiring company: mondoBIOTECH (Switzerland)

Amount:

Terms:

Pierrel, a global provider of pharmaceutical and life science industries, and mondoBIOTECH holding AG ,a Swiss-based unconventional drug discovery company focused on rare and neglected diseases, have entered into exclusive negotiations, with regard to a potential business combination of the Contract Research Organization (CRO) of Pierrel with mondoBIOTECH.
According to a non-binding letter of intent signed by the parties today, the business combination would be structured by way of a contribution in kind of 100% of the share capital of Pierrel Research International AG (the CRO holding company), fully owned by Pierrel into the capital of mondoBIOTECH, through a dedicated capital increase of the latter. The exchange ratio of the potential business combination shall be determined through an independent valuation of both mondoBIOTECH and Pierrel Research International AG. It is envisaged by Pierrel that upon the completion of the envisaged transaction it would hold a strong majority of the share capital and votes in mondoBIOTECH.

The potential business combination will be subject, among others, to the successful conclusion of negotiations with regard to a binding agreement as well as to approval by the shareholders of mondoBIOTECH and, respectively, corporate bodies of mondoBIOTECH and Pierrel.

Details:

On April 20, 2012, mondoBIOTECH and Pierrel announced that they have agreed to stop their discussions on and not to further pursue the idea of a business combination of the Contract Research Organization (CRO) of Pierrel with MondoBiotech, as expressed in the Letter of Intent signed on March 1st, 2012. The complexity of the envisaged transaction and of a successful integration of the Pierrel Contract Research Organization (CRO) with MondoBiotech, involving two listed Groups in two different Exchanges, would have required time and costs significantly higher than expected. Therefore, also considering the current unfavorable market conditions, both Pierrel and MondoBiotech have come to the conclusion that the conditions for further pursuing the envisaged business combination are no longer given.

Related:

CRO

Is general: Yes