MediCult has entered into a share purchase agreement with Terry Fortino, president and majority shareholder of MidAtlantic Diagnostics, to purchase the entire issued share capital for an up-front consideration of DKK46 million in cash and deferred payments over a three-year period of DKK30 million in cash and DKK2.5 million in MediCult shares.
Of the upfront payment, DKK40 million is being financed through a five-year loan agreement with Danske Bank at a variable interest rate linked to Copenhagen InterBank Offered Rate. Closing of the transaction is expected at the latest by November 15, 2008.
Following the acquisition, MidAtlantic Diagnostics will become a wholly owned subsidiary of MediCult and remain at its current location in Mount Laurel, New Jersey. Mr Fortino will hold the position of CEO of MidAtlantic Diagnostics and executive vice president in the MediCult group after completion of the transaction.
Jesper Funding Andersen, CEO of MediCult, said: “For the last few years, an integral part of our corporate strategy has been to further strengthen our assisted reproductive technologies (ART) franchise through acquisitions. To date, the focus has predominantly been on ART media and micropipets following the acquisition of Humagen in 2007.
“However, the acquisition of MidAtlantic Diagnostics provides an additional dimension with its disposable products. The combined company will be able to leverage product synergies and its leadership position in the US market to its full potential, providing an opportunity to scale up further.”