Mergers and Acquisitions

* On September 6, 2013, Wilex and Nuclea Biotechnologies have signed a share deal agreement under which Nuclea acquires all shares of Wilex Inc., Cambridge, MA, USA, (Oncogene Science), a wholly owned US subsidiary of Wilex AG. Under the terms of the deal, Nuclea will assume all the assets of Wilex Inc. and will also assume responsibility for repayment of $ 2.5 million under an intercompany loan between Wilex Inc. and Wilex AG. In addition, Wilex AG is eligible for single-digit royalties on net sales on the HER-2/neu and CAIX assays.

Concurrently and as essential part of the overall deal, Wilex AG and Nuclea entered into a development agreement under which Nuclea will develop an automated CAIX IVD IHC assay (“CAIX Dx”) to be submitted for FDA allowance under the investigational device exemption (“IDE”). This CAIX Dx is intended to be used for patient stratification in a planned pivotal study with Rencarex® and as a potential future companion diagnostic in the adjuvant treatment of clear cell renal cell carcinoma. Nuclea will bear the costs for the development of this CAIX Dx as a contribution in kind which will lead to savings of at least $ 2.5 million for Wilex AG.