Neoprobe, Devicor sign gamma detection device asset purchase agreement

Neoprobe Corporation (NYSE Amex: NEOP), a diversified developer of innovative oncology surgical and diagnostic products, today announced that it has signed a definitive asset purchase agreement to sell its neoprobe^® GDS line of gamma detection device systems to Devicor Medical Products, Inc. (Devicor) for $30 million in cash, plus a contingent value provision for payment to Neoprobe of up to an additional $20 million in royalties. The sale allows Neoprobe to focus its resources and efforts on the continued development of its lead radiopharmaceutical pipeline products, Lymphoseek^® (tilmanocept) and RIGScan™, and to pursue efforts to expand its drug development portfolio.

In addition to the $30 million cash payment, the agreement calls for up to an additional $20 million in royalties to be paid to Neoprobe in the event Devicor achieves revenue from GDS products above $21 million during any fiscal year for up to five years. The sale is subject to approval by Neoprobe's shareholders and is expected to close shortly after the shareholders' meeting planned for August 15, 2011.

"We are pleased to have arrived at this important agreement for our gamma detection device business with a leader in the diagnostic device space," said Dr. Mark Pykett, Neoprobe's President and CEO. "Devicor is a trusted partner and we believe it can ultimately deliver to Neoprobe the full value of the device business we have built. This transaction allows Neoprobe to strategically focus its expertise, competencies and resources in the radiopharmaceutical space and in doing so become a pure-play specialty pharmaceutical company where attractive valuations can be realized for our shareholders. Importantly, it provides access to resources to support and advance development of our RIGS^® technology, to evaluate additional opportunities for Lymphoseek and to pursue growth of our pipeline with other product candidates."

"The agreement allows Neoprobe to accelerate years of future cash flow to today while still realizing potential value from additional growth of the device business in the future," said Brent Larson, Neoprobe's Senior Vice President and CFO. "The transaction reduces financial risks and enables us to more aggressively pursue investment in our drug pipeline programs that we believe can generate incremental shareholder value. We believe Devicor is well positioned to continue the success our GDS systems have achieved to date and to realize their full potential going forward."

"Neoprobe has been an excellent partner and we look forward to the next phase of our relationship as the dedicated GDS employees join our growing company and we continue to invest in expanding the product line," said Tom Daulton, Devicor's CEO. "This is a great example of our add-on acquisition strategy and partnership with GTCR following the platform Mammotome transaction," added Jonathan Salkin, Devicor's Executive Vice President.