Warnex has entered into an agreement in principle for the acquisition of Pro-DNA Diagnostic, a laboratory offering genetic testing services
The purchase price will be approximately $2million, which is divided into $1.2million in cash, approximately $200,000 to $300,000 in working capital adjustments and $500,000 payable in common shares of Warnex.
The common shares are subject to milestones that may be achieved in the 25 months following the closing date of the transaction and are also subject to a statutory hold period of four months from the date of issue.
The transaction is subject to usual conditions, namely, the conclusion of all related agreements and the relevant regulatory authorizations, and is expected to close within the next month.
"The acquisition of Pro-DNA will mark our entry into the field of human genetics testing and pharmacogenomics" said Mark Busgang, president and CEO of Warnex.
"This is part of our long term vision of becoming a service provider that offers state-of-the-art technology not only in direct-to-patient healthcare but also as part of the broader clinical trial industry." Pro-DNA had annual revenue of $870,000 in its last fiscal year and is expected to be immediately accretive to earnings.
It will operate as a division of Warnex Medical Laboratories and it will be relocated in the Warnex building in Laval, Quebec.
Pro-DNA offers services in the fields of human identification testing and molecular diagnostics.
In the human identification field, the company offers paternity testing, in addition to tests for determining maternity, twin zygosity and other family relationships, as well forensic testing.
In the molecular medicine field, tests include DNA-oriented genetic predisposition tests and tracking tests for medical areas, such as hematology, oncology and infectious diseases.
Pro-DNA also offers pharmacogenomic services, which involve the study of genetic factors that influence an individual's reaction to a drug.
Pharmacogenomics opens the doors to personalised medicine, enabling medical personnel to prescribe more efficient treatments according to their patients' genetic profiles and therefore increasing their effectiveness while reducing the risk of adverse side effects.
Pharmacogenomics will also improve the overall process of drug development, reducing the time and cost involved in drug discovery and clinical trials.
Pro-DNA also offers research and development services, such as sequencing, genotyping and other molecular biology services, to the scientific community, the pharmaceutical industry, and to clinical research organisations.
