Immunotec Inc. (TSX-V: IMM) has entered into a definitive agreement with 1111267 B.C. Ltd., a subsidiary of Immuno Holding S.A. de C.V., pursuant to which Immuno Holding is expected to acquire all of the issued and outstanding common shares of Immunotec for a cash consideration of $0.485 per share. The offering values Immunotec’s equity at approximately $34.3 million.
Immuno Holding is a company led by Mauricio Domenzain in partnership with Nexxus Capital, one of the leading alternative asset managers in Mexico with a track record of almost 20 years of investing in and supporting successful growth companies.
Shareholders holding in excess of 66 2/3% of the outstanding shares have expressed their support of the transaction, including the founding shareholders and other shareholders, directors and officers of the company.
The agreement reached with Immuno Holding concludes a strategic review process that was initiated by Immunotec in response to the desire expressed by Charles Roberts and Dieter Beer, two of its founding shareholders, to monetize their interests as part their personal estate planning while ensuring that the new owners possess the resources and experience required to drive the company’s continued growth in the future.
Roberts will remain as Chairman Emeritus of Immunotec and John Molson, who is also a founding shareholder, will continue as a key member of the executive team, helping ensure the continuity of the R&D culture originally established by Dr. Gustavo Bounous and Dr. Patricia Kongshavn. These founding shareholders, who created Immunotec in 1996, own or control an aggregate of 58.5% of the outstanding Shares.
“We are very excited about this transaction, as we believe that Immunotec, with its strong management team, its network of over 100,000 independent consultants, and its culture rooted in Quebec-based research and development, is uniquely positioned to continue to generate growth and prosperity for the benefit of its customers, independent consultants and employees in Quebec, the U.S. and Mexico,” said Domenzain. “We have great respect for Immunotec’s leadership team guided by Charlie Orr, CEO, as well as the independent consultants and look forward to working collaboratively to fuel such growth and to support the current momentum Immunotec has been experiencing over these past years.”
“We are most excited about moving our aspirations forward together with Immuno Holding to unleash the Company’s growth potential,” added Orr.
“We believe the time is right to take this next step in the evolution of Immunotec. After undertaking a robust strategic review effort, led by Threadstone Advisors LLC, we are excited by the value to be delivered to Immunotec’s shareholders. The Board was also very impressed by Immuno Holding’s understanding of our relevant markets as well as their excellent plan to maintain, and accelerate, the Company’s growth. This transaction presents the ideal opportunity for all stakeholders,” commented Rod Budd, Chairman of the board of directors of Immunotec.
“I believe Immuno Holding will bring great experience, dynamism and support to Immunotec’s employees and network of independent consultants in order to foster the Company’s continued path of growth and success”. Dieter Beer, another founder, added: “I have confidence that with Immuno Holding’s support, the Company will continue the vision that I shared with Dr. Bounous to position Immunocal® as a global nutritional choice, and to improve many more lives with this incredible product,” said Charles Roberts.
Immunotec is a Canadian-based company that develops, manufactures, markets and sells research-driven nutritional products through direct-to-consumer sales channels in Canada, the U.S., Mexico, the Dominican Republic, the United Kingdom and Ireland. The company offers an extensive line of nutritional, skin care and wellness products targeting health, weight management, energy and physical performance.
photo credit: Immunotec