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Anteris Technologies Global Corp. — M&A Activity 2011
Feb 14, 2011
33869_rns_2011-02-14_81e8b077-fdb2-4160-8686-43847d4401d1.pdf
M&A Activity
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Innovative BioMedical Devices
bioMD Limited ABN 35 088 221 078 Unit 9, 589 Stirling Hwy Cottesloe, Western Australia 6010 PO Box 956, Cottesloe Western Australia 6850
Telephone +61 8 9385 5038 Facsimile +61 8 9385 5028
15 February 2011
Cameron Bill Australian Securities Exchange Limited 2 The Esplanade PERTH WA 6000
Facsimile No: 9221 2020
Dear Cameron,
Request to Lift Voluntary Suspension
We refer to our request for a voluntary suspension dated 14 February 2011.
bioMD Limited (“ bioMD ”) requests that the ASX lifts the voluntary suspension on the securities of bioMD with immediate effect.
We attach an announcement for immediate release to the market.
Should you have any queries regarding the above I will be happy to discuss such matters with you.
Yours faithfully
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Darren Bromley Company Secretary
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Innovative BioMedical Devices
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bioMD Limited Telephone +61 8 9385 5038 ABN 35 088 221 078 Facsimile +61 8 9385 5028 Unit 9, 589 Stirling Hwy www.biomd.com.au Cottesloe, Western Australia 6010 PO Box 956, Cottesloe Western Australia 6850
15th February, 2011 ASX ANNOUNCEMENT
bioMD Makes Offer for Unlisted Allied Medical to Create Diversified Healthcare Group
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Offer recommended by Allied Medical Board
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Merged group to focus on growing cash flow businesses and commercialisation of new medical technologies
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Complementary assets creates a diversified healthcare group
PERTH, Australia, 15th February 2011: bioMD Limited (ASX: BOD), a company with assets in regenerative tissue engineering technologies today announced that it proposes to make offers to buy all of the shares in Allied Medical Limited (Allied), a public unlisted company that specialises in the sales, distribution and commercialisation of medical technologies.
The offer is recommended by Allied’s Board, and is subject to a greater than 90% minimum acceptance by their shareholders and is also subject to bioMD shareholder approval.
BioMD is offering Allied shareholders 428,275,968 BOD shares. On completion of the acquisition by bioMD, Allied shareholders will have 70% of the issued capital of the combined group.
The transaction will create a diversified healthcare group focused on a growing distribution business and the commercialisation of new medical technologies. The acquisition will bring together a product pipeline developing next generation vaccines and tissue engineering technologies, as well as a profitable medical device distribution business.
The new group will include Allied’s major investment in DNA Vaccine development company Coridon Pty Ltd, led by Professor Ian Frazer, the developer of the Gardasil cervical cancer vaccine, and bioMD’s innovative tissue engineering and regenerative technologies for use in cardiovascular and soft tissue repair surgery.
Lee Rodne, Allied CEO said: “This offers an exciting opportunity for Allied shareholders to benefit from bioMD’s unique technologies. bioMD’s lead product CardioCel has completed phase II human trials, is about to undergo regulatory approval, and adds significantly to Allied’s product development pipeline.”
“Our strategy for some time has been to seek appropriate partnerships for growth, while at the same time further developing our cash generating medical distribution business. This opportunity will create a new diversified medical group with real short and mid-term growth opportunities.”
Michael Bennett, bioMD MD said: “The two companies have a corporate synergy that will allow for the building of a healthcare group that will provide technically advanced medical devices and solutions for the burgeoning healthcare market. It will also provide the infrastructure needed for the commercialisation of new Australian medical technologies and devices.”
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Allied Medical currently has on issue 1,675,000 options which are held by directors and executives. It will be a term of the bid that bioMD acquires those options in exchange for the issue of 53.6 million options exercisable at 6 cents each within 5 years of the date of issue.
In addition bioMD will be issuing a further 13.4 million options to its existing directors and advisors, subject to shareholder approval, and exercisable at 6 cents each within 5 years of the date of issue.
bioMD as at 31 December 2010 has unaudited net tangible assets of $816,000 comprising, current assets of $763,000 and non-current assets of $53,000.
Allied Medical as at 31 December 2010 has unaudited net tangible assets of $4,805,128, including those of its wholly owned subsidiary.
For further information please contact:
Lee Rodne, CEO Allied Medical Limited +61 8 9266 0190
Michael Bennett, MD bioMD Limited +61 8 9385 5038 / +61 419 944 567
Robert Towner, Exec. Director bioMD Limited +61 8 9385 5038 / +61 414 594 868
Media: Paul Dekkers Buchan Consulting +61 2 9237 2800 [email protected]
About bioMD Limited
bioMD (ASX: BOD) is an Australian company commercialising innovative tissue engineering technology for use in cardiovascular and soft tissue repair surgery. The ADAPT® technology offers significant improvements to current tissue processing technologies in terms of immunogenicity and tissue durability. Its lead product, CardioCel, has been evaluated in a Phase II human trial in South Africa for various cardiac repair procedures. bioMD is currently maximising shareholder value via pursuit of corporate partnerships, successful completion of clinical milestones and rapid commercialisation strategies.
About Allied Medical Limited
Allied Medical is an Australian based company that is emerging as a major healthcare commercialisation player focused on growing its profitable distribution business providing medical devices and technology to healthcare professionals and building its major interest in Coridon Pty Ltd, developing DNA vaccines for global markets. Allied Medical’s established distribution business consists of innovative and cost effective medical devices and technologies with applications across a broad scope of medical specialties including anaesthesiology, critical care, pain management, infectious diseases, emergency medicine and cardiology. Allied Medical is a major investor in Brisbane based Coridon Pty Ltd, led by Professor Ian Frazer developing next generation DNA vaccines.