Synexus Clinical Research PLC
31 January 2006
Synexus Clinical Research PLC
Acquisition of Skandynawskie Centrum Medyczne Sp. z o.o.
Acquisition allows Synexus to exploit growing opportunities in Central and
Eastern Europe
Synexus Clinical Research PLC ("Synexus" or "Company"), the clinical trials
services group, today announces the acquisition of the entire issued share
capital of Skandynawskie Centrum Medyczne Sp. z o.o. ("SCM") for a maximum total
consideration of up to £2,250,000, plus the assumption of loans.
This acquisition, the Company's first since joining AIM in November 2005,
follows the Company's stated strategy of expansion through selective
acquisitions, concentrating on Synexus' core activity of patient recruitment for
later stage clinical trials, with particular focus on the exploitation of
growing opportunities for clinical trials and patient recruitment in emerging
economies.
Information on SCM
SCM provides clinical trial services for the pharmaceutical industry, managing
patients in clinical trials on behalf of pharmaceutical companies and contract
research organisations. The business is based in Wroclaw, Poland and at present
SCM's main focus is on clinical trials aimed at prevention and treatment of
osteoporosis. In the ten months to 31 October 2005, SCM reported unaudited net
revenues of £425,000 and profit before tax of £130,000. The value of the gross
assets acquired is £335,000 and the value of loans assumed by the Company on
completion is expected to be £245,000.
Benefits of the acquisition
• SCM represents an opportunity for the Company to exploit the growing
opportunities for clinical trials and patient recruitment in emerging
Central and Eastern European markets.
• The acquisition of SCM, a well-established business operating in the
same area of activity as Synexus, complements the organic growth of the
Company.
• SCM contracts with a number of customers in the pharmaceutical industry
who are not currently customers of the Company.
• SCM has licences to open further centres in Poland and the opportunity
to open in neighbouring Ukraine.
• The acquisition of SCM is expected to be earnings accretive for Synexus
for the first full financial year.
Details of the acquisition
The maximum consideration of £2,250,000 will be satisfied as follows:
• £850,000 payable on completion by the issue of 1,042,945 new ordinary
shares in Synexus. Application will be made as soon as practicable for these
new ordinary shares to be admitted to trading on AIM.
• Up to a further £1,400,000 payable in cash and ordinary shares,
dependent on the level of profit after tax of SCM for the year ending 31
March 2007. In order to earn the maximum level of consideration, SCM would
have to achieve profit after tax of £387,500 in that period.
• Up to £150,000 of the loans to be repaid during the earn-out period with
any outstanding balance to be repaid by no later than 31 December 2007.
Commenting on the acquisition, Michael Fort, Chief Executive of Synexus said:
"We are delighted to be able to announce the acquisition of SCM which will
enhance Synexus' business by broadening the service that the Company can offer
to its customers.
The clinical trials market is increasingly expanding into emerging economies and
Synexus is actively looking at these markets. We believe that the acquisition of
SCM will provide us with a stepping stone to further expansion in Central and
Eastern Europe both through organic growth and further acquisitions.
The acquisition of SCM and our partnership recently announced in India represent
our intent to implement our strategic aim of developing capability in emerging
economies on a fast track basis. This response to market developments will be
well received by our customers and will provide the Company with a platform to
strengthen sales and profits in the future."
Note
An exchange rate of £1 : PLN5.6 has been used in this announcement in relation
to the financial information on SCM.
This information is provided by RNS
The company news service from the London Stock Exchange
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