bioMD makes offer for Allied Medical

bioMD Limited (ASX: BOD), a company with assets in regenerative tissue engineering technologies today announced that it has made an offer 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 the 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.”

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 assets of $816,000 comprising, current assets of $762,000 and non-current assets of $53,000.

Allied Medical as at 31 December 2010 has unaudited net assets of $4,805,128, including those of its wholly owned subsidiary.