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Premaitha Health to Acquire Taiwanese NIPT Provider Yourgene Bioscience for £7.2M

NEW YORK (GenomeWeb) – UK noninvasive prenatal testing provider Premaitha Health said today that it has conditionally acquired Yourgene Bioscience, a Taiwanese NIPT company, for approximately $9 million.

Premaitha, whose shares trade on the London Stock Exchange AIM, plans to issue 76,054,570 new ordinary shares — so-called acquisition shares — at a price of 9 pence per share (the mid-market closing price of its shares on Dec. 20) for a total of approximately £6.8 million ($8.5 million).  In addition, there will be a $500,000 (about £400,000) cash consideration, to be funded out of Yourgene's existing cash reserves, for a total acquisition price of about £7.2 million. The acquisition shares will represent about a quarter of Premaitha's enlarged issued ordinary share capital.

"We are extremely excited about the transaction with Yourgene and their like-minded management team who have demonstrated their commitment to the enlarged group through a significant shareholding," said Premaitha CEO Stephen Little in a statement. "They have successfully established a highly complementary business in Southeast Asia and we look forward to working together to build a truly global force in this emerging sector. The board believes that Asia Pacific will be a key region for driving sales growth, and Yourgene is an important enabler for the newly enlarged Premaitha group.”

Yourgene, based in Taiwan with a commercial hub in Singapore, was founded in 2009 by CEO Bill Chang. The company has about 25 employees and annual revenues of approximately £2 million from sales in Southeast Asia and India. It has NIPT customers in Taiwan, India, Thailand, Indonesia, and Malaysia.

The company's customers use the same Thermo Fisher Scientific next-generation sequencing platform for NIPT as Premaitha's Iona test. In addition, Yourgene provides research services and participates in the Taiwan Biobank Project.

Premaitha said it will benefit from the acquisition by expanding its market access in Asia and through cross-selling opportunities. Further, the acquisition will enable joint development of expanded NIPTs and other tests, such as pre-implantation genetic screening tests.

In addition, Yourgene has a NIPT patent in Taiwan, where patents asserted by Ilumina in Europe have not been registered, and has pending patent applications in China, the US, and Europe. Thus, the acquisition may reduce Premaitha's intellectual property risks "through geographic diversification and product enhancements which more clearly accentuate Premaitha's non-infringement claims," according to the company.

Combined, the companies will also be able to expand into mainland China, which has approximately 17 million births per year and which plans to decentralize NIPT testing as part of the Chinese government's healthcare reform plans, Premaitha said.

The acquisition is pending approval from Premaitha's shareholders, the London Stock Exchange, and Taiwanese regulatory authorities and is expected to close by Jan. 31, 2017.

In conjunction with the acquisition, Premaitha's board will seek shareholder approval to subdivide the company's shares, as current law prevents it from issuing new ordinary shares due to the share value.