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Mergers and Acquisitions

Date: 2014-11-28

Type of information: Plant acquisition

Acquired company: Flamel Technologies \' manufacturing facility (France)

Acquiring company: Recipharm (Sweden)

Amount: €10.6 million

Terms:

* On November 28, 2014, Flamel Technologies announced that it has entered into an agreement to divest its development and manufacturing facility located in Pessac, France, to Recipharm AB. Under the agreement, Recipharm will pay Flamel € 10.6 million. In a separate transaction, Recipharm AB will also make an investment of € 10.5 million in Flamel\'s stock upon the closing of deal at a purchase price equal to the trailing 20-day average price. Flamel and Recipharm will enter into a 5 year service agreement.Flamel and Recipharm will enter into a 5 year service agreement. This new partnership allows Flamel to retain access to the development and manufacturing capabilities of Pessac and gain the use of any of Recipharm\'s other facilities for the development or manufacture of their proprietary pipeline if needed. The Pessac facility is not currently used for the production of Flamel finished products and Flamel intends to continue to outsource to third party contract manufacturing companies like Recipharm. The closing of the transaction is expected to occur before year end 2014, and there are no material conditions to the closing.

Details:

Included in the sale of the facility is the royalty contract for Coreg CR with GSK. Recipharm has an option to negotiate with Flamel for the European rights to any product that Flamel plans to license for sale in the European market. Recipharm and Flamel have agreed to negotiate a contract with the intention of further enhancing the economic benefits to both companies whereby Recipharm will incorporate Flamel\'s drug delivery technologies in its contract development business.

The Pessac facility is located in Bordeaux, France. It is a modern, fully compliant CMP (FDA and ANSM approved) facility for the development and manufacturing of pharmaceuticals. The facility currently manufactures Flamel\'s Medusa and Micropump proprietary drug delivery technologies. It is equipped with three spray-coating machines, warehousing, analytical and Quality Control laboratories, and equipment for polymer synthesis.

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Is general: Yes