|
History
Clinical Data, Inc. [NASDAQ:CLDA] has completed a number of acquisitions and divestitures through which Clinical Data has transformed from a traditional diagnostics company to a leading biotechnology company that is developing and commercializing targeted therapeutics, genetic and pharmacogenomic tests.
Acquisitions and Divestitures
2009
- Completes the acquisition of Avalon Pharmaceuticals, through an all-stock transaction valued at approximately $10 million. Avalon’s proprietary platform, AvalonRx®, is based on large-scale biomarker identification and monitoring and is used to discover and develop therapeutics for pathways that have historically been characterized as "undruggable." The acquisition gives Clinical Data a solid foothold in the discovery, development and commercialization of first-in-class cancer therapeutics.
- Completed the sale of Cogenics, the Company's genomics services division, to Beckman Coulter, Inc. for $17.0 million. The sale completed a key element of Clinical Data’s strategic initiative to monetize non-core assets and focus resources on advancing the Company’s two late-stage targeted therapeutic programs: Vilazodone, a first-in-class drug candidate in Phase III development for the treatment of depression, and Stedivaze™, a potential best-in-class cardiac stress agent, anticipated to its begin Phase III clinical program. At the closing, Clinical Data was paid $15.4 million in cash after adjustments, with $2.5 million held in escrow for eighteen months. Clinical Data also retained approximately $2.2 million in cash from Cogenics immediately prior to the sale, resulting in net cash proceeds of $14.9 million. In exchange, Beckman Coulter acquired all of Cogenics' operations in the U.S., U.K., Germany and France.
2008
- The acquisition of Adenosine Therapeutics in August 2008 expanded Clinical Data’s PGxHealth division’s pipeline of therapeutics, to include drug candidates in cardiology, diabetes, inflammatory diseases and sickle cell anemia. The acquisition added Stedivaze™ (apadenoson), which is expected to enter Phase III testing in 2009 as a pharmacologic stress agent for myocardial perfusion imaging. Adenosine Therapeutics brings to PGxHealth an expansive molecular library of small molecules that act as highly selective agonists or antagonists for adenosine receptors.
- Clinical Data entered into a definitive merger agreement with Avalon Pharmaceuticals, Inc. in which Clinical Data would acquire Avalon in an all-stock transaction valued at approximately $10 million. The proposed acquisition is subject to shareholder approval by Avalon stockholders and expected to close by May 2009. Avalon is a biopharmaceutical company focused on the discovery, development and commercialization of first-in-class cancer therapeutics. AvalonRx® is the company's proprietary platform which is based on large-scale biomarker identification and monitoring, used to discover and develop therapeutics for pathways that have historically been characterized as "undruggable."
2007
- Privately held Epidauros Biotechnologie AG of Bernried, Germany was acquired in a cash transaction valued at €8.75 million euros (or approximately $11.84 million). Epidauros investigates the genetic factors that influence a person's response to a drug and makes drug development and therapy safer, more efficient and more predictive. The company is a worldwide leading Pharmacogenetic Research Organization providing innovative, integrated and value-added solutions to an international customer base consisting of pharmaceutical, CROs and other companies in the field of health care. Epidauros also brings an established portfolio of proprietary genetic biomarkers, expertise in genetic biomarker discovery, relationships with leading diagnostic companies, and a fast-growing pharmacogenomics services business and a global reputation for excellence.
- Vital Scientific B.V. was divested to the ELITech Group of Puteaux, France on October 25, 2007. Under terms of the agreement, ELITech acquired Vital Scientific, a Netherlands-based in vitro diagnostics (IVD) business, for $15 million in cash. In addition, Clinical Data retained approximately $4.5 million in cash from Vital Scientific immediately prior to the sale.
- Clinical Data Sales & Service, Inc., headquartered in Smithfield, RI, was sold on June 18, 2007. Clinical Data received $7.0 million in proceeds.
2006
- Clinical Data acquired Genome Express, a leading French genomics services company based in the Rhône-Alpes region of France with headquarters in Meylan, France. Under terms of the Agreement, Genome Express shareholders received total consideration of €2.65 million euros (approximately $3.16 million). In business since 1994, Genome Express specializes in DNA analysis for customers in human and animal healthcare, pharmaceuticals, agri-food and academic research. DNA contains the genetic code of living species and contains the key to understanding living organisms. Genome Express offers a team of experts, proprietary technologies, and an optimized process that together form a unique molecular biology and bioinformatics platform.
2005
- Clinical Data acquired Electa Lab s.r.l., in a cash transaction valued at $1.8 million. Electa Lab, headquartered in Forli, Italy, is a leading worldwide supplier of Erythrocyte Sedimentation Rate (ESR) instrumentation and related consumables with annual sales of more than $3 million. Electa Lab has also developed proprietary technology for the safe decapping of blood collection tubes and is developing instruments and assays for the immunochemistry and coagulation markets, areas that are highly complementary to the diagnostic products already offered by Clinical Data’s domestic and international subsidiaries.
- Clinical Data acquired Genaissance Pharmaceuticals, in an all-stock transaction valued at approximately $56 million. Genaissance is a market leader in the promising area of pharmacogenomics and molecular services. This acquisition provides for a robust business in the target identification and drug development services markets with pharmaceutical, biotechnology, academia and government clients as a focus. The acquisition also launches Clinical Data into the clinical diagnostics market with unique therapeutic diagnostics™ driven by genetic marker discovery. The company currently markets cardiovascular genetic tests and plans to expand its portfolio into the soon to be CNS area and other therapeutic areas.
- Clinical Data acquired Icoria, a company with a valuable biomarker discovery platform as well as leading metabolomics and genomics gene expression capabilities that complement the company's molecular services and pharmocogenomics capabilities, in an all-stock transaction valued at approximately $12.5 million. The acquisition also strengthens Clinical Data’s position in RNA services and targeted diagnostics.
|