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Mergers and Acquisitions

Date: 2015-01-08

Type of information: Company acquisition

Acquired company: Haplogen Genomics (Austria)

Acquiring company: Horizon Discovery (UK)

Amount: £6 million (€7.7 million)

Terms:

* On January 8, 2015, Horizon Discovery Group, the international life science company supplying research tools and services to organizations engaged in genomics research and the development of personalized medicines, announced it has agreed to acquire Haplogen Genomics GmbH, a biotechnology company based in Vienna, Austria, for an initial consideration of £6.0m (approximately €7.7m) in cash and the issue of new ordinary shares with further potential earn-out payments based on future performance to be satisfied by the issue of new ordinary shares having an aggregate value of up to approximately £3.9m (€5.0m). Application has been made to the London Stock Exchange for 1,452,785 consideration ordinary shares to be admitted to trading on AIM (\"Admission\"). It is expected that Admission will become effective and that trading in the new Ordinary Shares will commence on 9th of January 2015. The new ordinary shares will rank pari passu with the existing shares of the Company.  Following Admission, the Company\'s enlarged issued share capital will comprise 79,783,338 ordinary shares with one voting right per share. No shares are held in Treasury. The total number of voting rights in the Company is therefore 79,783,338, and this figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA\'s Disclosure and Transparency Rules.

The business will be renamed Horizon Genomics GmbH with immediate effect and will function as a wholly owned subsidiary of Horizon Discovery Group plc, maintaining its 4,300 sq. ft. laboratory and office space in Vienna, Austria, further expanding Horizon’s footprint in Europe. Dr. Thomas Moser, Chief Executive Officer of Haplogen Genomics GmbH will become General Manager of the Vienna based group and be responsible for oversight and operations at the Vienna facility.

Details:

The Haplogen Genomics platform represents a novel way to generate precisely engineered human cell lines efficiently and at a price that places genome editing within the reach of the broader academic research market through the use of haploid cells. Haploid cellular models (cells with only one copy of genes) offer a biologically relevant system for in vitro genetic analyses, but can be much easier to generate than normal cell lines as only one copy of a gene instead of the normal two needs to be targeted to generate a complete knock out. The acquisition provides Horizon with a proprietary high-throughput cell line generation platform based on human haploid genetics that increases its cell line inventory by over 10-fold and simultaneously enables an on-demand cell line development service to be launched in the first quarter of 2015. Combined, these will significantly strengthen the Company’s position in the rapidly growing academic genomics research market. The platform also underpins a high-throughput functional genomics screening service offering to academic, biotech and pharma customers, complementing Horizon’s existing small and large molecule drug screening offerings. The platform has broad application in basic genomics research, drug discovery and development as well as generating genetic sequence, antibody, aptamer and protein validation reagents for research, process optimisation and diagnostic uses. Beyond being deployed as an engine for product development, Haplogen’s platform will be combined with Horizon’s advanced in vitro and in vivo gene editing, cell-based assay development, compound screening, drug combination profiling and biomarker discovery platform to offer end-to-end research services for biotechnology and pharmaceutical companies developing innovative medicines targeted at genetically-defined patient populations.It  combines engineered human haploid cell lines with CRISPR-based sgRNA approach.

This acquisition builds upon those of the CombinatoRx screening business (from Zalicus Inc.) in June 2014 and SAGE® Labs Inc. in September 2014, further enhancing Horizon’s capability to provide customers with a fully-integrated product, service and research offering at all stages of the translational genomics and personalized medicine research continuum, from sequence to treatment.

The acquisition further establishes Horizon’s footprint in Europe with a 4,300 sq. ft. laboratory and office space in Vienna, Austria.

Related:

Technology - Services

Is general: Yes