Chemizon Inc. and Optomagic Co., Ltd. Agree to Merge.LONGMONT, Colo. -- Chemizon Inc. and Optomagic Co., Ltd. (KOSDAQ KOSDAQ Korean Securities Dealers Automated Quotations : 010170.KQ) announced on May 23 that they have signed a definitive agreement to merge in an all-stock transaction. Under the terms of the agreement approved by both boards of directors, Chemizon stockholders will receive a fixed exchange ratio of 1.4351474 shares of Optomagic common stock for every share of Chemizon common stock. This tax-free exchange tax-free exchange An exchange of assets between taxpayers in which any gain or loss is not recognized in the period during which the exchange takes place. Rather, taxpayers are required to adjust the basis of assets exchanged. is based on the share value of KRW KRW In currencies, this is the abbreviation for the Korean Won. Notes: The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion. 8,581 and KRW 12,315 per share, respectively, with 4,726,939 shares issued with the merger. The merger effective date is August 13, 2007. Upon the close of the transaction, Chemizon stockholders will own approximately 32.17 percent of the combined company on a pro forma As a matter of form or for the sake of form. Used to describe accounting, financial, and other statements or conclusions based upon assumed or anticipated facts. The phrase pro forma basis. The two companies have also agreed that the Optomagic business unit will be sold to Taihan Electric Wire Co., Ltd., a major shareholder of Optomagic, at the earliest possible date, as dictated by Korean securities law. "The merger between Optomagic and Chemizon and subsequent sale of the Optomagic business unit to Taihan Electric Wire represents a unique financing strategy that will facilitate Chemizon's vision of creating an organization with world-class drug discovery capabilities," said Co-Chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. Dr. Tony Piscopio. "We are pleased to announce our merger with Chemizon and look forward to working with Tony and his management team," added Mr. Hee Jeon Kang, Optomagic's current CEO. "This merger provides Optomagic's stockholders an immediate opportunity to participate in the rapidly growing area of partnering in the life sciences industry." Dr. Piscopio and Mr. Kang will serve as co-chief executive officers and co-board chairmen of the combined company. About Chemizon Inc. Chemizon is a rapidly growing drug discovery organization with operations in South Korea, China and the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . Our goal is to become the partner of choice for pharmaceutical and biotech companies seeking to enhance their product pipelines. Chemizon's integrated drug discovery platform combined with a repatriated management team and experienced scientists promote the creation of best in class clinical candidates in a rapid, cost effective manner. We assist our partners with all of their drug discovery needs including lead generation, lead optimization, library design, process research and custom synthesis. About Optomagic Optomagic is a leader in the Korean optical communication and cable industry. Optical fiber developed by Optomagic uses a VAD (Value Added Dealer) Same as VAR. (Vapour Phase Axial Deposition) process, which provides high efficiency and superior product characteristics. Its industrial complex at Ansan city, equipped with state of the art mass production facilities, allows Optomagic's staff to supply the highest-quality product with competitive prices. About Taihan Electric Wire Taihan Electric Wire Co., Ltd., the leading domestic cable manufacturer in Korea, has grown to become a world-class enterprise with annual sales of 2.24 trillion Won. Taihan Electric Wire has diversified its business lines to include stainless steel stainless steel: see steel. stainless steel Any of a family of alloy steels usually containing 10–30% chromium. The presence of chromium, together with low carbon content, gives remarkable resistance to corrosion and heat. and leisure. As part of its globalization globalization Process by which the experience of everyday life, marked by the diffusion of commodities and ideas, is becoming standardized around the world. Factors that have contributed to globalization include increasingly sophisticated communications and transportation strategy, Taihan Electric Wire is the leader among Korean companies to operate subsidiary companies in China, Mongolia, South Africa, Vietnam and the United States. |
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