Based in Italy, the Amplimedical diagnostics division has been active in the European and other markets since the early 1990s with its molecular diagnostic reagents
Nanogen will acquire the assets of Amplimedical's diagnostics division in a transaction of 8.1million euros consisting of 2.0million euros in cash and 6.1million euros in a promissory note convertible into Nanogen common shares.
The effective date of the acquisition is expected to be 1 May 2006.
Nanogen and Amplimedical have shared a strong business relationship for five years, during which time Amplimedical has been a distributor of Nanogen's NanoChip molecular biology workstation and NanoChip 400 instrument systems in Italy.
The Amplimedical diagnostics business will be merged with Nanogen's existing European operations to form Nanogen Advanced Diagnostics, which will become the focal point for Nanogen's operations in Europe, the Middle East, Africa and India.
Nanogen Advanced Diagnostics will be based in Milan, Italy and Buttigliera Alta (Torino), Italy.
"Amplimedical's leading position in the real-time PCR market, combined with our MGB Alert real-time PCR products, will give Nanogen one of the most extensive product lines available for the global molecular diagnostics market," said Howard Birndorf, chairman and CEO of Nanogen.
"Acquiring the ability to reach a broader European customer base constitutes an exciting opportunity that will further Nanogen's growth and progress toward profitability".
"We are delighted that Nanogen has acquired this business and are confident that Nanogen's managerial and financial experience will ensure a successful integration of the Amplimedical products," stated Paolo Boffano, CEO of Amplimedical.
"Integration with Nanogen will allow the molecular diagnostics business to further expand in Europe on the solid foundation that we established." Amplimedical's diagnostics division generated approximately 7million Euros in revenues in 2005.
"The addition of significant revenue and resources from this acquisition provides an ideal launching point for Nanogen's accelerated growth in Europe and nearby territories," said David Ludvigson, Nanogen president and COO.
"The combination of Amplimedical and Nanogen creates a strong, experienced Euro-centric management team with capability to develop, manufacture and sell products internationally".
"Nanogen Advanced Diagnostics will be managed and operated by a highly experienced team that will support customers' clinical applications for molecular diagnostics." Amplimedical offers a broad range of real-time and end-point molecular diagnostic test kits, all CE marked for in vitro diagnostics.
Amplimedical has successfully collaborated with Nanogen in the past to develop multiplexed reagent kits that are sold in Europe, including a CE/IVD-marked set of reagents to detect mutations in the GJB2 gene for the diagnosis of hereditary deafness and a research-use-only set of reagents to test for genetic causes of beta thalassemia, a type of inherited blood disorder that can cause anemia.
Nanogen plans to continue to offer the current Amplimedical products in Italy and will begin export to the European and Middle East markets, and will explore opportunities to use Amplimedical's expertise for the development and further commercialization of new European diagnostic products.
