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Charles River, WuXi AppTec, GENEART AG, Life Technologies, Invitrogen, Applied Biosystems  

2010-04-28 19:38:45|  分类: Bio-Pharma |  标签: |举报 |字号 订阅

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Charles River Buys Chinese Drug Research Firm

By DAVID BARBOZA and MICHAEL J. DE LA MERCED

NEW YORK — Charles River Laboratories said Monday that it had agreed to acquire WuXi Pharma Tech, a Chinese pharmaceutical outsourcing services provider, in a cash and stock deal worth $1.6 billion.

In a news release, Charles River said the deal “revolutionizes the contract research landscape” by creating a global company that will offer a broad array of outsourcing services to the world’s biggest pharmaceutical, biotechnology and medical device companies.

Charles River, which is based in Wilmington, Massachusetts, is already one of the world’s largest providers of animals for lab testing, with revenues of about $1.2 billion last year. And Shanghai-based WuXi has quickly grown into China’s dominant research and development testing lab for global drug companies, with 4,000 employees and about $270 million in revenue last year.

The merger reflects the shifting dynamics of the global pharmaceutical and biotechnology industries. Because a major new drug now takes 10 to 15 years and costs over $1.5 billion to develop, a growing number of big drug companies are trying to find ways to trim their research and development budgets by speeding up the discovery and testing phases and shortening the time needed to bring a drug to market.

Many are now moving some portion of their research and development operations to China and India and to companies like WuXi Pharma Tech.

WuXi was founded in 2000 by Li Ge, who earned his Ph.D. in organic chemistry at Columbia University and was one of the founding scientists of the U.S.-based biotechnology company Pharmacopeia. He later returned to China to form WuXi Pharma Tech, which raised about $185 million in August 2007 when it was listed on the New York Stock Exchange.

James C. Foster, the chairman and chief executive of Charles River, will lead the newly formed company, which will retain the name Charles River. And Mr. Li will serve as executive vice president and president of global discovery and China services.

The companies said each share of WuXi’s stock would be exchanged for $10 in Charles River stock and $11.25 in cash, a 28 percent premium over WuXi’s closing price last Friday of $16.57 a share.

Michael J. de la Merced reported from New York. Andrew Ross Sorkin contributed reporting.

Charles River Plans to Acquire WuXi AppTec

April, 26, 2010 - Charles River is pleased to announce plans to acquire WuXi AppTec, creating the only global CRO to offer fully integrated drug development services from molecule creation to first-in-human testing. The combined company, which will retain the name Charles River, will offer enhanced support for your research programs through our comprehensive portfolio of early-stage drug development services and expanded global presence.

WuXi AppTec is a leading drug research and development outsourcing company with significant expertise in discovery chemistry.  It was established in 2000 and has steadily grown to more than 4,000 employees with operations in China and the United States. Together with Charles River, a leading global provider of both research models and associated services as well as preclinical drug development services, the combined company will have 12,000 employees, providing unparalleled support for your early-stage drug development needs.

We regard this as a transformational transaction that creates value for customers by enabling you to obtain comprehensive support for your early-stage drug development needs from one company with extensive scientific expertise, depth and breadth.  Further, we will be able to provide you with expanded global access to our integrated portfolio of products and services, enabling you to work within or across the locales you choose, in North America, Europe or China.

This strategic combination brings together two companies with the shared mission of supporting the acceleration of your drug development efforts and a commitment to exceeding your expectations.

We will continue to share additional details in the next few days on how Charles River will set a new standard in the outsourced drug development services industry. In the meantime, please view more information on www.criver.com, or contact your sales representative with any questions.

We look forward to continuing to work with you and to further supporting your early-stage drug development needs.

 

Forward-Looking Statements

This document includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate,” “believe,” “expect,” “estimate,” “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on current expectations and beliefs of Charles River Laboratories International, Inc. (Charles River) and WuXi PharmaTech (Cayman) Inc. (WuXi), and involve a number of risks and uncertainties that could cause actual results to differ materially from those stated or implied by the forward-looking statements. Those risks and uncertainties include, but are not limited to: 1) the possibility that the companies may be unable to obtain stockholder or regulatory approvals required for the combination; 2) problems may arise in successfully integrating the businesses of the two companies; 3) the acquisition may involve unexpected costs; 4) the combined company may be unable to achieve cost synergies; 5) the businesses may suffer as a result of uncertainty surrounding the acquisition; and 6) the industry may be subject to future regulatory or legislative actions and other risks that are described in Securities and Exchange Commission (SEC) reports filed or furnished by Charles River and WuXi.

Because forward-looking statements involve risks and uncertainties, actual results and events may differ materially from results and events currently expected by Charles River and WuXi. Charles River and WuXi assume no obligation and expressly disclaim any duty to update information contained in this filing except as required by law.

Additional Information

This document may be deemed to be solicitation material in respect of the proposed combination of Charles River and WuXi. In connection with the proposed transaction, Charles River will file a preliminary proxy statement and a definitive proxy statement with the SEC. The information contained in the preliminary filing will not be complete and may be changed. Before making any voting or investment decisions, investors and security holders are urged to read the definitive proxy statement when it becomes available and any other relevant documents filed with the SEC because they will contain important information. The definitive proxy statement will be mailed to the shareholders of Charles River seeking their approval of the proposed transaction. Charles River’s shareholders will also be able to obtain a copy of the definitive proxy statement free of charge by directing a request to: Charles River Laboratories, 251 Ballardvale Street, Wilmington, MA 01887, Attention: General Counsel. In addition, the preliminary proxy statement and definitive proxy statement will be available free of charge at the SEC’s website, www.sec.gov or shareholders may access copies of the documentation filed with the SEC by Charles River on Charles River’s website at www.criver.com.

Charles River and its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Charles River’s directors and executive officers is available in Charles River’s proxy statement for its 2010 annual meeting of shareholders, which was filed with the SEC on March 30, 2010. Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of Charles River shareholders in connection with the proposed transaction will be set forth in the preliminary proxy statement when it is filed with the SEC.

This document does not constitute an offer of any securities for sale or a solicitation of an offer to buy any securities. The Charles River shares to be issued in the proposed transaction have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Charles River intends to issue such Charles River shares pursuant to the exemption from registration set forth in Section 3(a)(10) of the Securities Act.


  • Life Technologies acquires 58 % of GENEART shares via it?s German subsidiary Applied Biosystems Deutschland GmbH
  • Public tender offer for the remaining shares planned
  • Cooperation Agreement concluded with Life Technologies

Regensburg, April 09, 2010 – The founders of GENEART AG Prof. Dr. Ralf Wagner, Prof. Dr. Hans Wolf, Dr. Marcus Graf, and individual members of the management as well as the venture capital companies EquiNet EarlyStage Capital and S-REFIT AG, have signed contracts with Applied Biosystems Deutschland GmbH for selling their GENEART shares. Applied Biosystems Deutschland GmbH thus holds about 58 % of GENEART AG shares and is planning a voluntary public tender offer for the remaining GENEART AG shares. Applied Biosystems Deutschland GmbH is the German subsidiary of Life Technologies Corporation, a California/US biotechnology company with 2009 revenues of 3.3B U.S. dollar and about 9,000 employees. Furthermore, a cooperation agreement between GENEART AG and Life Technologies has been concluded.

Legal Information:

This document may contain estimates, prognoses and opinions about company plans and objectives, products or services, future results, opinions about these results or opinions leading up to these results. All these projections into the future are subject to risk, uncertainty and unforeseeable change outside the control of the GENEART Group. Many factors may lead to actual results, which considerably deviate from the given projections for these results.


About Life Technologies Corporation:

Life Technologies Corporation (NASDAQ: LIFE) is a global biotechnology tools company dedicated to improving the human condition. Our systems, consumables and services enable researchers to accelerate scientific exploration, driving to discoveries and developments that make life even better. Life Technologies customers do their work across the biological spectrum, working to advance personalized medicine, regenerative science, molecular diagnostics, agricultural and environmental research, and 21st century forensics. Life Technologies had sales of 3.3B U.S. dollar in 2009, employs approximately 9,000 people, has a presence in approximately 160 countries, and possesses a rapidly growing intellectual property estate of approximately 3,900 patents and exclusive licenses. Life Technologies was created by the combination of Invitrogen Corporation and Applied Biosystems Inc., and manufactures both in-vitro diagnostic products and research use only-labeled products. For more information on how we are making a difference, please visit our website: http://www.lifetechnologies.com.

 

In case of queries, please contact



Dr. Karoline Stürmer
Investor Relations Management
Josef-Engert-Str. 11
93053 Regensburg
Germany
Phone: +49 (0)941 942 76-417
Fax:       +49 (0)941 942 76-711
ir@geneart.com
www.geneart.com

Frank Ostermair
Better Orange IR & HV AG
Haidelweg 48
81241 Munich
Germany
Phone: +49 (0)89 88 96 906-10
Fax:       +49 (0)89 88 96 906-66
info@better-orange.de
www.better-orange.de


About GENEART AG  

In 2000 GENEART entered the Gene Synthesis market and has since become the global market leader. Today, the company is one of the leading specialists in the Synthetic Biology field. Experts at GENEART provide key technologies for the development and production of new therapeutics and vaccines. Customers also take advantage of GENEART services to customize enzyme attributes, such as the attributes of enzymes used as detergent additives, and to construct bacteria, which produce complex biopolymers or break down polymers, such as synthetics, petroleum components, etc. GENEART’s service portfolio ranges from the optimization and production of synthetic genes according to DIN EN ISO 9001:2008, to the generation of gene variants or complex gene libraries and the production of cell lines, to the development and production of DNA and protein based drug candidates. GENEART AG in Regensburg and its subsidiaries GENEART Inc. in Toronto (Canada) and GENEART Inc. in San Francisco (USA) employ about 180 people. The company is listed on the German Stock Exchange since May 2006. Since April 2010, the US-American Life Technologies Corporation, one of the leading biotechnology companies worldwide with 2009 revenues of 3.3B U.S. dollars and about 9,000 employees, is majority shareholder of GENEART AG.


Life Technologies Corporation (NASDAQ: LIFE) is a global biotechnology tools company dedicated to improving the human condition.

Our systems, consumables and services enable researchers to accelerate scientific exploration, driving to discoveries and developments that make life even better.  Life Technologies customers do their work across the biological spectrum, working to advance personalized medicine, regenerative science, molecular diagnostics, agricultural and environmental research, and 21st century forensics.

Life Technologies had sales of more than $3.3 billion in 2009, employs approximately 9,000 people, has a presence in 160 countries, and possesses a rapidly growing intellectual property estate of approximately 3,900  patents and exclusive licenses.

Life Technologies was created by the combination of Invitrogen Corporation and Applied Biosystems Inc in November of 2008.


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