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HOLISTA COLLTECH LIMITED — AGM Information 2007
Nov 20, 2007
65044_rns_2007-11-20_218ff6d4-2cd9-4011-975b-840676907864.pdf
AGM Information
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21[st] November 2007
Company Announcements Officer, Australian Stock Exchange Limited, Exchange Centre 20 Bridge Street SYDNEY NSW 2000
Dear Sir/Madam,
Pursuant to ASX Listing Rule 3.13.3, please find attached the Chairman’s Address and General Manager’s presentation to be given at the Company’s 2007 Annual General Meeting convened for 12.00 noon on Wednesday 21[st] November 2007.
Yours faithfully, COLLTECH AUSTRALIA LIMITED
Glen Brune, Company Secretary.
P +618 9426 3900 F +618 9426 3909 W www.colltech.com.au E [email protected] Sales +618 9426 3999 Freecall +800 COLLTECH Mon-Fri 8:30-5:00 GMT +8:00 ® Registered trademark of CollTech Australia Ltd│Ref: Chairmans 2007 address and AGM presentation
CollTech Australia Ltd ABN 24 094 515 992 G/ 76 Kings Park Rd West Perth WA 6005 Australia PO Box 1264 West Perth WA 6872 Australia
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COLLTECH AUSTRALIA LIMITED
CHAIRMAN’S ADDRESS
ANNUAL GENERAL MEETING 12.00 noon Wednesday 21[st] November 2007
| CHAIRMAN | I’d like to introduce myself, Stephen Carter, Chairman of the Board of Directors of CollTech Limited and welcome you all to this the 4thAnnual General Meeting of the members of CollTech. INTRODUCE The other Directors of the Company: Mr Michael Pixley, Executive Director Mr Gregg Mastroianni, Non-executive Director Dr Anna Klucczewska, Non-executive Director The Company Secretary: Glen Brune who is also Chief Financial Officer CHAIRMAN’S ADDRESS I would first and foremost like to thank you all for attending our 4thAGM and for your continued support in a trying environment. As we are all aware the past 12 months have seen our share price deteriorate to levels that no one in this room is happy about. This has been partly due to market factors such as the mining boom and the negative perception of biotechnology companies in general but it has not been helped by the slower than expected generation of revenues from sales of Ovine Collagen products. Colltech have made a number of key strategic moves to turn this around over the past 12 months. These changes such as strengthening the marketing expertise at board and management level, Implementing a global Distribution and sales strategy, reviewing the product range and development programs; are now starting to take effect. Operationally the progress is very exciting. Dr Cooper will provide you with a more detailed update at the completion of this meeting but I would like to point out that CollTech are now represented in 15 countries around the world, we have over 30 companies currently evaluating our Collagen with over 18 companies planning to release products using our Collagen. We have a number of research agreements now in place looking at medical applications using our Collagen (even before we have a medical grade collagen). We have released two new products in the past 12 months and yesterday we received Halal certification for our cosmetic Collagens. The company is in a very strong position to move forward and the board is confident of the potential of the company. With that I would like to declare the meeting Open and move on to the business of the meeting OPEN THE MEETING A quorum being present, I now declare the meeting open. Following the formal agenda for the meeting I will hand over to Deborah Cooper, our GM, to provide youwitha presentationonthe Company’s operations and outlook, a copy of |
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CollTech Australia Ltd ABN 24 094 515 992 G/ 76 Kings Park Rd West Perth WA 6005 Australia P +618 9388 7600 F +618 9388 7660 W www.colltech.com.au Sales enquiries +618 9388 7600 Mon-Fri 8:30-5:00 GMT +8:00 E [email protected] TMTrademark of CollTech Australia Ltd│ Ref: Chairmans 2007 address and AGM presentation
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| which has been released to the ASX earlier today. You are then invited to share further refreshments with us informally. The items of business and resolutions I shall be referring to are set out in the Notice of Annual General Meeting (“Notice of AGM”). For anyone who does not have a copy, we have additionalcopies available at theregistrationdesk. |
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| PROXIES | As Chairman of this meeting, I hold valid proxies in relation to each resolution, as reported at the voting deadline being 48 hours prior to this meeting, as follows. ForResolution 1 through 4, the Company has received valid proxies totaling 15,343,207 shares representing 9.14% of the total issued shares in the Company. I declare that the proxies as tabled before the meeting comply with the requirements under the Company’s Constitution. |
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| NOTICE OF MEETING |
Those formal issues having been dealt with, we can now turn to the Notice of AGM itself. Before putting the specific resolutions to the shareholders, I would like to move that proper notice of this meeting has been given and that the Notice of AGM be taken as tabled to the meeting. May I have a seconder? Those in favour? Those against? Ideclare themotioncarried/not carried. |
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| BUSINESS OF THE MEETING |
The first item of business is to table the Annual Financial Report, Directors’ Report and the Independent Auditor’s Report for the year ended 30thJune 2007, copies of which have been made available to shareholders. The company and the environment benefited this year by using the recently introduced legislation allowing the default option for receiving annual reports to be online rather than a hard copy via post. By doing so, CollTech sent out only 137 annual reports, reducing the annual print run by more than 1,000 copies of this document. As required by the Corporations Act, the Company’s auditor, Lucio Di Giallonardo of HLB Mann Judd, is present at the meeting to answer any questions concerning the Annual Financial Report and Auditor’s Report. Please note the company did not receive any written questions, these were due by no later than 5pm on Friday 16thNovember. If you wish to ask a question, would you please raise your hand. Shareholders should note that there is no requirement for this item of business to be put to a shareholder vote for approval. Are there any questions? On behalf of the Board I would like to take this opportunity to inform you all that in accordance with the requirement for Auditor rotation Lucio Di Giallonardo resigns as auditor of the company and we wish to thank him for performing the role for the past three years. The role of Auditor following the AGM will be performed by Mr Wayne Clarke, also an Audit Partner from HLB Mann Judd. |
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| RESOLUTIONS | We can now move onto considerationoftheresolutions set outintheNotice of AGM. | |
| RESOLUTION 1 | Resolution 1 in relation to the Adoption of the Company’s 2007 Remuneration Report as set out in the Company’s Annual Report is an advisory resolution only and does not bind the Company or its Directors. Of the total proxies received as at the voting deadline being 48 hours prior to the meeting: - 25.3%representing 3,784,181ofshares thatvoted,werein favouroftheresolution |
CollTech Australia Ltd ABN 24 094 515 992 G/ 76 Kings Park Rd West Perth WA 6005 Australia P +618 9388 7600 F +618 9388 7660 W www.colltech.com.au Sales enquiries +618 9388 7600 Mon-Fri 8:30-5:00 GMT +8:00 E [email protected] TMTrademark of CollTech Australia Ltd│ Ref: Chairmans 2007 address and AGM presentation
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| - 65.4% representing 9,792,200 of shares that voted, appointed the Chairman to vote on their behalf but have not directed the Chairman how to vote. As Chairman I will be exercising those proxies in favour of the resolution. - 9.4% representing 1,407,826 of shares that voted, were against the resolution; and - 359,000 shares abstained from voting on the resolution. [Read Resolution 1 to the meeting] "That the Remuneration Report for the financial year ended 30 June 2007 be adopted." Are there any questions in relation to this resolution? I now move the resolution – may I have a seconder? I shall now put the resolution to the meeting. Those in favour? Those against? Ideclare themotioncarried/not carried. |
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| RESOLUTION 2 | Dr Anna Kluczewska has informed the Board that following her retirement as a Director under the Articles of Association, she is not seeking re-election as a result of her obligations with respect to AION Diagnostics and other businesses. Hence,Resolution 2 regarding the re-election of Dr Anna Kluczewska as a Director is no longer required due to her resignation. I would like to acknowledge the time and effort that Dr Kluczewska has given to Colltech over the past 4 years. As a founding director she has worked tirelessly to ensure the development and success of Colltech and on behalf of the shareholders, board and staff of Colltech Isincerely thank herandwish herevery successforthefuture. |
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| RESOLUTION 3 | Resolution 3 regarding the issue of options to Mr Gregg Mastroianni, Director, is an ordinary resolution requiring a majority vote. Of the total proxies received as at the voting deadline being 48 hours prior to the meeting - 34.5% representing 5,228,181 of shares that voted, were in favour of the resolution - 64.7% representing 9,792,200 of shares that voted, appointed the Chairman to vote on their behalf but have not directed the Chairman how to vote. As Chairman I will be exercising those proxies in favour of the resolution. - 0.8% representing 118,091 of shares that voted, were against the resolution; and - 204,735 shares abstained from voting on the resolution [Read Resolution 3 to the meeting] “That, for the purposes of Chapter 2E of the Corporations Act, ASX Listing Rule 10.14 and all other purposes, the Company approves and ratifies the grant, for no issue price, of 2,000,000 Options to Gregg Mastroianni or his nominee, each option being exercisable at 10 cents and expiring three years from date of grant and otherwise granted in accordance with the terms and conditions set out in Annexure A to the Explanatory Memorandum forming part of this Notice of Meeting.” Are there any questions in relation to this resolution? I now move the resolution – may I have a seconder? I shall now put the resolution to the meeting. Those in favour? Those against? I declare the motion carried/not carried. |
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| RESOLUTION 4 | Resolution 4 regarding approval to issue securities pursuant to ESOP, is an ordinary resolution requiring a majority vote. Of the total proxies received as at the voting deadline being 48 hours prior to the meeting: - 29.2% representing 4,478,181 of shares voted in favour of the resolution - 68.7% representing 10,542,200 of shares appointed the Chairman to vote on their behalfbuthavenot directed the Chairman howtovote. As Chairman I willbe |
CollTech Australia Ltd ABN 24 094 515 992 G/ 76 Kings Park Rd West Perth WA 6005 Australia P +618 9388 7600 F +618 9388 7660 W www.colltech.com.au Sales enquiries +618 9388 7600 Mon-Fri 8:30-5:00 GMT +8:00 E [email protected] TMTrademark of CollTech Australia Ltd│ Ref: Chairmans 2007 address and AGM presentation
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| exercising those proxies in favour of the resolution. - 2.1% representing 322,826 of shares voted against the resolution. [Read Resolution 4 to the meeting] “That pursuant to Exception 9 of ASX Listing Rule 7.2 (“Exception 9”) shareholders approve the issue of options under the Company’s Employee Share Option Plan (“ESOP”) on the terms and conditions as set out in the Explanatory Memorandum, as an exception of ASX Listing Rule 7.1.” Are there any questions in relation to this resolution? I now move the resolution – may I have a seconder? I shall now put the resolution to the meeting. Those in favour? Those against? Ideclare themotioncarried/not carried. |
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| OTHER BUSINESS | Does any member have any other business which may be properly be brought before the meetinginaccordancewiththe Company’s Constitutionand the CorporationsAct? |
| CLOSURE | There being no further business that concludes our Annual General Meeting. I now declare the meeting closed and thank you for your attention. As mentioned at the beginning of the meeting, Dr Deborah Cooper, our GM, will now give you a presentation on the company’s operations and outlook. At the conclusion of that presentation, you areinvited to sharefurther refreshmentswithusinformally. |
CollTech Australia Ltd ABN 24 094 515 992 G/ 76 Kings Park Rd West Perth WA 6005 Australia P +618 9388 7600 F +618 9388 7660 W www.colltech.com.au Sales enquiries +618 9388 7600 Mon-Fri 8:30-5:00 GMT +8:00 E [email protected] TMTrademark of CollTech Australia Ltd│ Ref: Chairmans 2007 address and AGM presentation
Annual General Meeting 21 November 2007
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A leading global player
Company Profile
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CollTech Australia Limited is an Australian Stock Exchange listed company (ASX Code: CAU).
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Novel and proprietary technology base and product lines make CollTech the world’s first and only commercial ovine collagen producer.
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CollTech’s goal is to be a manufacturer of ovine collagen for global applications and an integrated biotechnology company.
CollTech’s Core Value
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Strong IP position - Patent protection of technology to 2023
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Manufacturing Plant - Fully commissioned with significant capacity
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Experienced Team - In-house ‘know how’ and expertise
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• Supply Chain - Agreements in place with key suppliers
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• Accreditation - Halal certification granted and ISO9001 pending
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• Regulatory - Data available to support safety and efficacy of product
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• Established Distribution Channels – Asia, India, China, Europe and USA
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• Initial Sales - Sales of OVICOLL[®] |Clear and OVICOLL[®] |C
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Product Pipeline – Launch of research grade ovine collagen and high margin medical grade collagen development on track for completion in 2008
Last 12 months key Milestones
| MILESTONE | N | D | J | F | M | A | M | J | J | A | S | O | N |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Product Release | Clear | R | |||||||||||
| Conferences | HK | China | France | USA | France | Russia | India | ||||||
| Distribution Agreement or LOI in: | |||||||||||||
| Asia Taiwan |
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| Thailand | |||||||||||||
| Singapore, Malaysia, Indonesia,Vietnam |
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| Korea | |||||||||||||
| India | |||||||||||||
| Europe Poland | |||||||||||||
| Spain,Portugal,N. Africa | |||||||||||||
| Italy | |||||||||||||
| USA | |||||||||||||
| Safety/Efficacy | RIPT | Effic | |||||||||||
| Cell/Comparative Studies | |||||||||||||
| Halal Certification | |||||||||||||
| Material Transfer Agreements | |||||||||||||
| Corporate- Capital Raising | $1m | $404k | |||||||||||
| -Senior Management | - GM | +A/GM | + NED | +Sales | -CEO+GM |
CollTech Global Collaborations
Food:
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Sausage casings, USA (MTA)
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Cosmetic:
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Oceania Medical, NSW (JV)
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iNuovi, Singapore
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Several launches pending through distributor clients
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Boots, UK (product under review)
BioMedical:
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CellTran, UK, wound healing (MTA)
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Genoss, Korea, dental membrane (MTA)
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Murdoch University, WA, arthritis in sheep (MTA)
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CSIRO, Vic, ongoing development pipeline
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• BioAlliance, USA, weaving and electrospinning
An innovative, product range
OVICOLL[®] |C
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Inherent mositurising fatty acids
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Collagen Purity of >95%
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Competitive pricing
OVICOLL[®] |Clear
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Highly monomeric and soluble
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Superior clarity
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Collagen purity of >98%
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Premium cosmeceutical use
OVICOLL[®] |R
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Sterile
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Mycoplasma free
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Endotoxin tested
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OVICOLL[®] |C
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OVICOLL[®] |Clear
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OVICOLL[®] |R
- Cell culture tested
Collagen Markets
GLOBAL COSMETIC MARKET US $122bn*
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Global skincare market segment (ex Asia) US$26.5bn in 2000
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• Asia Pacific skincare market segment, US$7.5bn in 2000
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Collagen component of global skincare market ~2%=US$534m
Growing annually at 8.5%
*Datamonitor – “State of the Industry 2001”
- Collagen component of Asian skincare market ~5%=US$375m
BIOMEDICAL
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Wound dressing – forecast 2011: US$3,057million
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Biomaterials and Hemostats –US forecast 2008:US$1,100.7m
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• Collagen based biomaterials and hemostats –2008:$US88.6m
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Facial Aesthetic Dermal Implant : $US64.3m
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Urinary Incontinence Implants : $US13m
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Corneal Shields : $US3.5m
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Hemostats:US$7.7m
“Hyaluronic acid and collagen will post the strongest gains as new improved bioengineered formulations broaden
applications in cosmetic orthopedic surgery as well as in wound management”
*Freedonia – September 2006
Global Business Model
Commercial progress:
ASIA:
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Taiwan (Elgin)
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Thailand (Behn Meyer)
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Singapore, Malaysia, Vietnam, Indonesia (Nardev Chemie)
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Korea (Ziko)
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China
North America:
- USA, Ohio (BioAlliance)
Europe:
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Spain, Portugal and North Africa (Angem)
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Poland (Beauty Essence)
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Italy (Eico Novachem)
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Russia
Sub Continent:
- India (Yasham Bioscience)
Letters of Intent
Distributors
Market Acceptance
“Manufacturers are now our biggest supporters once they test with and recognise the significant benefits of formulating with OVICOLL[®] ”
Products using OVICOLL[®] are sold in countries from Paris, New York, Taipei to Sydney.
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Rose Crown’s Manager, Daisy Lee, comments: “We are so pleased with the successful formulation of OVICOLL[®] collagen in our range of hand creams and face masks that we have developed two new products using CollTech’s unique collagen”.
Global Business Model
| Distributor Region Date of Agrmnt/ LOI 2007 Assessing Samples Product in Develop. Product being Market Tested Released Product for Sale Elgin Taiwan March 7 7 1 1 Behn Meyer Thailand May 19 7 2 Q1 08 Distributor Status No. of customers : |
Distributor Region Date of Agrmnt/ LOI 2007 Assessing Samples Product in Develop. Product being Market Tested Released Product for Sale Elgin Taiwan March 7 7 1 1 Behn Meyer Thailand May 19 7 2 Q1 08 Distributor Status No. of customers : |
Distributor Region Date of Agrmnt/ LOI 2007 Assessing Samples Product in Develop. Product being Market Tested Released Product for Sale Elgin Taiwan March 7 7 1 1 Behn Meyer Thailand May 19 7 2 Q1 08 Distributor Status No. of customers : |
Distributor Region Date of Agrmnt/ LOI 2007 Assessing Samples Product in Develop. Product being Market Tested Released Product for Sale Elgin Taiwan March 7 7 1 1 Behn Meyer Thailand May 19 7 2 Q1 08 Distributor Status No. of customers : |
Distributor Region Date of Agrmnt/ LOI 2007 Assessing Samples Product in Develop. Product being Market Tested Released Product for Sale Elgin Taiwan March 7 7 1 1 Behn Meyer Thailand May 19 7 2 Q1 08 Distributor Status No. of customers : |
Distributor Region Date of Agrmnt/ LOI 2007 Assessing Samples Product in Develop. Product being Market Tested Released Product for Sale Elgin Taiwan March 7 7 1 1 Behn Meyer Thailand May 19 7 2 Q1 08 Distributor Status No. of customers : |
Distributor Region Date of Agrmnt/ LOI 2007 Assessing Samples Product in Develop. Product being Market Tested Released Product for Sale Elgin Taiwan March 7 7 1 1 Behn Meyer Thailand May 19 7 2 Q1 08 Distributor Status No. of customers : |
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| Ziko Nardev Chemie |
Korea Sing., Malaysia, Vietnam,Indon. |
May May |
4 5 |
4 - |
1 - |
Q1 08 - |
| Yasham Bio-Science Angem Specialties |
India Spain, Portugal, North Africa |
October October |
� � |
- - |
- - |
- - |
| Bio Alliance BeautyEssence |
USA Poland |
November Pending |
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- - |
- - |
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OVICOLL[®] |R
Launch of Research Grade OVICOLL[®]
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First commercial batch successfully produced to specification
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Significant profit margins for this product, under review with Sigma Aldrich
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Developed for in vitro research market
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Prototype for medical grade
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Ongoing cell culture testing
Ovine Collagen is Superior
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Ovine collagen shows an intact structure, similar to bovine but disease free and with increased hydroxyproline levels
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Marine collagen is hydrolysed collagen and has reduced been compromised.
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Plant material does not contain but is substituted with hydroxyproline.
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Comparative efficacy studies are ongoing
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| Amino Acid (Mole %) |
Ovine Collagen |
Bovine Collagen |
Marine Collagen |
Plant Substitute |
|---|---|---|---|---|
| Hydroxyproline | 13.7 | 9.7 | 7.8 | 20.5 |
| Proline | 11.7 | 12.6 | 11.1 | 6.1 |
| Glycine | 35.6 | 34.3 | 36.4 | 9.3 |
Pipeline: OVICOLL[®] |M
Biomedical Applications
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Collagen based biomaterials are increasingly being used in tissue engineering and wound healing due to their bio-compatibility and ability to integrate and reshape and finally degrade within native tissues.
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• Applications include hernia repair, plastic surgery, orthopedic procedures such as chondrocyte implantation, burns treatment and skin repair, corneal shields/eye drops, incontinence, dressings, hemostats, implants, drug and cell delivery, periodontal, coatings and sealants and chronic wounds such as ulcers.
Pipeline: OVICOLL[®] |M
OVICOLL[®] |M development
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Prototype products already developed
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Regulatory Strategy initiated
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Focus on low risk and joint venture projects
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Availability end of 2008
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Initial studies in areas of dental membranes and wound healing
We will succeed
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OVICOLL[®] is a safe, innovative and superior product
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Significant and growing market for collagen
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OVICOLL[®] is available now and being used for commercial purposes
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Product development is ahead of schedule
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Engagement of potential partners and product developers for medical grade collagen will occur prior to the launch of this material in 2008
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CollTech will generate revenue from product sales and is positioned for growth in CY08