Under the terms of the acquisition, CeNeS shareholders will receive 0.3521 new Paion shares for each CeNeS share held. Based on the Xetra closing price of a Paion share on 9 April 2008 of E1.74 and an exchange rate of E1.2536=GBP 1, the terms of the acquisition value each CeNeS share at 48.9 pence and the ordinary share capital of CeNeS on a fully diluted basis at approximately GBP10.9 million.
Paion expects the acquisition to be completed by the end of June 2008. Paion and CeNeS have agreed that, on completion of the acquisition, Gavin
Kilpatrick (currently chief scientific officer of CeNeS) will be appointed to the management board of Paion. It is also intended that, following completion of the acquisition, Alan Goodman (currently chairman of CeNeS) will become a
member of the supervisory board of Paion.
Neil Clark, CEO of CeNeS, said: “The combination creates a diversified pipeline backed by a strong balance sheet and a proven management team. The enlarged group will be well placed to achieve significant clinical and commercial milestones over the next 24 months.”