Led by Dr. Thorsten Kuthe, the commercial law firm Heuking Kühn Lüer Wojtek advised Sygnis AG on acquisition of Expedeon Holding Ltd., a privately held UK proteomics company. To finance the transaction the Company’s share capital will be increased by up to EUR 20.538.089 to EUR 37.341.980 by issuing up to 20.538.089 shares by way of a rights offering. Expedeon develops, manufactures and commercializes proteomics reagents and tools.
New shares not subscribed in the rights offering will be offered to Expedeon shareholders as contribution in kind against Expedeon shares. SYGNIS intends to acquire Expedeon by issuing approximately 80 percent of the new shares against contributions in kind (Expedeon shares).
Any new shares not subscribed by Sygnis or Expedeon shareholders will be offered to select qualified investors in a private placement. Expected proceeds from the capital increase of up to EUR 5 million will be used for transaction-related expenses, including EUR 1.7 million cash payments to Expedeon shareholders, one-off integration costs and financing working capital. The transaction is still conditional on approval by the Annual General Meeting in June 2016.
SYGNIS, headquartered in Germany and Spain, specializes in the development and commercialization of innovative products for DNA amplification and sequencing. Based on its proprietary technologies, SYGNIS has developed a commercial product portfolio addressing key challenges in the fast-growing fields of molecular biology and next-generation sequencing applications.
Expedeon Ltd. is privately held proteomics tools and reagents company headquartered in the UK. Expedeon is focused on providing high quality, simple and rapid solutions for protein research. Expedeon manufactures and sells a wide range of innovative, proprietary products. Expedeon has manufacturing facilities in San Diego, USA, and in UK (Cambridge).
The Cologne based team led by Dr. Kuthe advises the company on a regular basis. Sygnis AG is listed on the German Stock Exchange in the Prime Standard segment.
Counsel to Sygnis AG
Heuking Kühn Lüer Wojtek:
Dr. Thorsten Kuthe (Lead),
Dr. Christoph Schork, LL.M. (Corporate/M&A, Due Diligence),
Stefan Westerheide, LL.M. oec, (Corporate/M&A),
Meike Dresler-Lenz (Capital Markets), all Cologne