CARLSBAD, Calif. & SOUTH SAN FRANCISCO, Calif.--(BUSINESS WIRE)--Jan. 10, 2005--Invitrogen Corporation (Nasdaq:IVGN) today announced the signing of a definitive agreement to acquire privately held antibody manufacturer Zymed Laboratories, Inc. in a cash transaction totaling $60 million. Antibodies are a key component in Invitrogen's comprehensive product portfolio of matched reagents for drug discovery and medical research. Zymed has more than 2,000 antibodies and related products that match key areas of Invitrogen's research product focus, including cancer, neurological and infectious diseases.
Zymed produces pathology products, cancer and cell biology reagents and biomarkers, and general immunochemical reagents for the life science research and clinical diagnostics markets. Its antibody collection is complementary to many areas of Invitrogen's business including proteomics, stem cell research, fluorescent labels and probes and RNAi reagents. Zymed's South San Francisco facility (ISO 13485-certified) will become the primary site for Invitrogen's antibody production and distribution.
"Acquiring Zymed gives Invitrogen leading products and technology to complement our comprehensive portfolio and help accelerate Invitrogen's strategy to be the primary technology supplier for disease research and drug development," said Gregory T. Lucier, Chairman and CEO of Invitrogen Corporation. "This high-quality collection of antibodies enables us to create new systems that align with the way scientists are using technologies to discover drug leads and produce next-generation therapies."
In addition to its antibody and reagent production, Zymed has several patented proprietary platforms, including Chromogenic In-Situ Hybridization (CISH), an application that is gaining traction for patient stratification in clinical trials. CISH is a disruptive technology that uses SPT DNA probes and immunodetection chemistry to allow for the simultaneous evaluation of tissue morphology and gene status/chromosomal aberrations using brightfield microscopy, consistent with the habits and practices of pathologists.
"Combining our extensive experience in antibody design, development, modification, purification and production with Invitrogen's broad portfolio of technologies and reagents will provide researchers and clinical laboratories with a consistent, comprehensive system to accelerate scientific discovery," said Dean Tsao, Ph.D., President and CEO of Zymed.
The transaction is expected to close by the end of February. Zymed is expected to generate sales of approximately $15 million in the twelve months following the closing of the transaction. Invitrogen expects the transaction to be neutral to 2005 pro forma earnings per share, and 4 cents accretive in 2006.
JP Morgan Presentation
Invitrogen's Chairman and CEO, Gregory T. Lucier, will be presenting a general corporate update at the JP Morgan 23rd Annual Healthcare Conference in San Francisco at 9:30 a.m. (PT) today. Mr. Lucier's presentation will be webcast live at http://equityconferences.jpmorgan.com. It will be available for viewing following the conference from the Investor Relations section of Invitrogen's website, www.invitrogen.com.
About Monoclonal Antibodies
Monoclonal antibodies are mass-produced in the laboratory from a single clone and recognize only one antigen. Monoclonal antibodies are typically made by fusing a normally short-lived, antibody-producing B cell to a fast-growing cell, such as a cancer cell (sometimes referred to as an "immortal" cell). The resulting hybrid cell, or hybridoma, multiplies rapidly, creating a clone that produces large quantities of the antibody.
Monoclonal antibodies engendered much excitement in the medical world and in the financial world in the 1980s, especially as potential cures for cancer. They have been used in laboratory research and in medical tests since the mid-1970s, but their effectiveness in disease treatment has been limited. By the mid-1990s, however, some of the technical problems had been overcome. Experimental cancer therapies have used drugs, radioactive materials, or immune killer cells attached to monoclonal antibodies that, when injected into patients, hone in on antigens that grow only on the surface of cancer cells.
About the Companies
Invitrogen Corporation (Nasdaq:IVGN) provides products and services that support academic and government research institutions and pharmaceutical and biotech companies worldwide in their efforts to improve the human condition. The company provides essential life science technologies for disease research, drug discovery, and commercial bioproduction. Invitrogen's own research and development efforts are focused on breakthrough innovation in all major areas of biological discovery including functional genomics, proteomics, bioinformatics and cell biology -- placing Invitrogen's products in nearly every major laboratory in the world. Founded in 1987, Invitrogen is headquartered in Carlsbad, California and conducts business in more than 70 countries around the world. The company globally employs approximately 4000 scientists and other professionals. For more information, visit www.invitrogen.com.
Zymed Laboratories, Inc. (www.zymed.com) is an integrated, technology-driven, immunoassay reagent company based in South San Francisco, CA. Zymed serves two primary segments: life sciences research and clinical diagnostics. The company's product portfolio reflects Zymed's strategy of being a value-added, total-systems solution developer, manufacturer, and worldwide marketer of advanced reagents and reagent systems for life science research, clinical research, and cancer diagnostics. Zymed's research reagents are pathway-driven, focusing on cell signaling pathways with well characterized primary antibodies, novel tissue arrays, and protein arrays. Zymed's goal is to aid biotechnology, pharmaceutical, and research scientists in their discovery and development efforts, including high throughput screening programs. Zymed's routine diagnostics business targets pathology labs with a comprehensive line of slide-based cellular and molecular reagent systems, including antibody tumor markers, DNA probes, detection systems, and complete assay kits for both manual and automated staining using biopsy specimens. Zymed has over 21 years of technological expertise in antibody design, development, modification, purification, and production.
Safe Harbor/Forward Looking Statements
Certain statements contained in this press release are considered "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, and it is Invitrogen's intent that such statements be protected by the safe harbor created thereby. Forward-looking statements include, but are not limited to: 1) The combination of Zymed's antibody collection and Invitrogen's molecular biology products will result in new research tools or systems; 2) Zymed's facility in South San Francisco will become the primary site for Invitrogen's antibody production and distribution; 3) The combination of Zymed and Invitrogen's technologies will lead to new therapeutics; 4) CISH will experience widespread adoption in routine anatomic pathology laboratories; 5) The transaction will close by the end of February; 6) Zymed is expected to generate $15 million in the year following the close of the transaction; and 7) Invitrogen expects the transaction to be neutral to 2005 pro forma earnings per share and four cents accretive in 2006. Potential risks and uncertainties include, but are not limited to, the risks: a) The combination of the companies' technology may not yield any new systems; b) Invitrogen may choose to conduct antibody production and distribution at one or several of its other facilities worldwide; c) Zymed and Invitrogen's technologies may not be applied to new therapies; d) CISH may not be as widely adopted as anticipated; e) The transaction may require more time to close; f) Zymed's revenue's may vary as a result of the integration and; g) Invitrogen's EPS forecasts may vary from actual results, as well as other risks and uncertainties detailed from time to time in Invitrogen's Securities and Exchange Commission filings.
CONTACT: Invitrogen Corporation
Greg Geissman, 760-476-7032
Adam Taich, 760-603-7208
BioCom Partners (Agency)
Stephen Gendel, 212-918-4650
Louise Yau-Shah, 650-871-4494
SOURCE: Invitrogen Corporation