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Mergers and Acquisitions

Date: 2017-01-25

Type of information: Establishment of a new subsidiary in the EU

Acquired company: Xpand Biotechnology (The Netherlands)

Acquiring company: Kuros Biosciences (Switzerland)

Amount:

Terms:

* On January 25, 2016, Kuros Biosciences announced the closing of the all-share strategic acquisition of Xpand Biotechnology. Under the terms of the acquisition, Kuros issues a total of up to 2.105 new million shares, of which 1.365 million upon closing of the transaction. The first trading day of these new shares on the SIX Swiss Exchange will be January 25, 2017. A further 0.74 million shares will be issued upon achievement of milestones associated with product approvals.
The founders of Xpand, renowned experts and key opinion leaders in the orthobiologics field, remain involved in the combined business and its development. Prof. Joost de Bruijn and Frank-Jan van der Velden remain in their current functions at Xpand as CEO and Managing Director (Mr. de Bruijn) and Head of Business Affairs and Finance (Mr. van der Velden) and join Kuros’ executive management team. Mr. van der Velden and Prof. Clemens van Blitterswijk will be proposed to the next Annual Shareholders’ Meeting as new members of Kuros’ Board of Directors.


Details:

Xpand's takeover accelerates Kuros’ transition to commercial stage with two products expected to be ready for commercialization in the EU this year, one of which may also obtain US approval. In addition, the acquisition provides Kuros with a EU operation with certified and GMP-controlled manufacturing capabilities. Kuros’ first product, MagnetOs granules, is approved for sale in the EU for orthopedics and dental applications. In the US, MagnetOs is under regulatory review for spinal fusion. In addition, a putty formulation is being prepared for submission in the EU and the US in the second half of this year. Neuroseal, a novel biomaterial for dural sealing, is Kuros’ second product and currently under review for CE marking in the EU.

The founders of Xpand, renowned experts and key opinion leaders in the orthobiologics field, remain involved in the combined business and its development. Prof. Joost de Bruijn and Frank-Jan van der Velden remain in their current functions at Xpand as CEO and Managing Director (Mr. de Bruijn) and Head of Business Affairs and Finance (Mr. van der Velden) and join Kuros’ executive management team. Mr. van der Velden and Prof. Clemens van Blitterswijk will be proposed to the next Annual Shareholders’ Meeting as new members of Kuros’ Board of Directors.

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