Ad-hoc | 24 September 2006 11:28
aap Implantate AG:Talks for Dutch FAME Medical Group
Ad hoc announcement transmitted by DGAP – a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Ad-hoc Announcement in accordance with § 15 of the German Securities
Trading Act (WpHG)
Berlin, September 24, 2005
aap Holds Takeover Talks for Dutch FAME Medical Group
aap Implantate AG, a medical technology company listed in the Frankfurt
Stock Exchange’s Prime Standard segment and specialized in biomaterials and
implants for traumatology and orthopedics, has agreed in a letter of intent
on the main features of a merger with Dutch biomaterials group FAME
Medical, including its subsidiaries EMCM (European Medical Contract
Manufacturing), Bactimm, TPI (Tissue Processing International) and FMP
(Fame Medical Products).
The transaction, which is subject to the findings of reciprocal due
diligence, to approval by the general meeting of aap Implantate AG
shareholders, and to exemption from a takeover bid, will probably take the
form of a contribution of shares in the FAME Group to aap and thereby be a
pure share transaction. The present temporary exchange ratio being 1 to 2,
FAME Group shareholders would on completion of the transaction hold around
33% of aap stock.
The intention is to complete the transaction after approval by an
extraordinary meeting of aap shareholders that has yet to be convened but
will probably be held in Q1 2007 with the merger being retroactive from
January 1, 2007.
aap’s biomaterials division, which already accounts for 70% of aap Group
sales revenues, and the FAME companies to a very large extent do business
in the same segments (bone cements, bone graft substitutes, tissue
processing & regeneration), but do so with a complementary product range.
The two companies have collaborated for several years. The alliance of the
two will create a leading European biomaterials company that is focused,
with a comprehensive product range, on development, production and clinical
marketing in cooperation with international sales partners. Both companies
have a well-filled pipeline with promising and complimentary products to be
approved and introduced to the market within the upcoming quarters.
The FAME Group’s 2005 sales revenues were € 7.6 million (aap 2005: € 13.3
million) and its EBIT and results structure to IFRS is comparable with
aap’s. For the coming years FAME expects an solid double-digit organic
growth.
Both companies stand to realize from the transaction considerable synergy
potentials in R&D, production and sales. For 2007 aap expects to be able to
report the first positive profits contributions from this transaction.
Contact:
Bei Rückfragen wenden Sie sich bitte an:
aap Implantate AG; Oliver Bielenstein; CFO; Lorenzweg 5; D-12099 Berlin
Tel.: ++49/30/750 19 – 140; Fax.: ++49/30/750 19 – 290;
o.bielenstein@aap.de
(c)DGAP 24.09.2006
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Language: English
Issuer: aap Implantate AG
Lorenzweg 5
12099 Berlin Deutschland
Phone: +49 (0) 30 75 01 90
Fax: +49 (0) 30 75 01 91 11
E-mail: aap@aap.de
WWW: www.aap.de
ISIN: DE0005066609
WKN: 506660
Indices:
Listed: Geregelter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin-Bremen, Hannover, Düsseldorf, Hamburg, München,
Stuttgart
End of News DGAP News-Service
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