Synbiotics Corp. signs letter of intent to acquire International Canine Genetics Inc.SAN DIEGO--(BUSINESS WIRE)--May 16, 1996--Synbiotics Corp. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :SBIO) and International Canine Genetics Inc. (OTC Bulletin Board OTC Bulletin Board An electronic quotation listing of the bid and asked prices of OTC stocks that do not meet the requirements to be listed on the NASDAQ stock-listing system. :ICGI, ICGIW) Thursday announced that they have entered into a non-binding letter of intent for Synbiotics to acquire International Canine Genetics Inc. (ICG ICG indocyanine green. ). In the intended transaction, Synbiotics will acquire the assets of ICG in a tax-free exchange for the issuance of 1,400,000 shares of Synbiotics common stock. The number of shares is subject to adjustment if the market price per share of Synbiotics' stock is above $3.50 per share or below $2.50 per share at the closing. All of ICG's outstanding warrants and stock options will similarly be replaced by or converted into warrants and options to acquire shares of Synbiotics common stock. Additionally, S.R. One Ltd., ICG's largest shareholder, will purchase $1 million of newly issued Synbiotics common stock at the closing. The transaction is subject to due diligence, execution of a definitive acquisition agreement, SEC review, and board of director and shareholder approval of both companies. ICG, based in Malvern, PA, manufactures and markets canine reproduction diagnostic products and services, PennHIP(R), a diagnostic test for canine hip dysplasia, nutritional supplements and a line of coat and skin care products to breeders and owners of purebred purebred progeny derived from at least several generations of animals of the same breed. purebred herds herds (or flocks) composed of purebred animals. Not necessarily registered animals. Distinct from crossbred herds. dogs and their veterinarians. Recently, ICG began marketing the first at-home diagnostic ovulation ovulation /ovu·la·tion/ (ov?u-la´shun) the discharge of a secondary oocyte from a graafian follicle.ov´ulatory o·vu·la·tion n. The discharge of an ovum from the ovary. test for dogs in the United States and announced a sponsored research agreement with New York University New York University, mainly in New York City; coeducational; chartered 1831, opened 1832 as the Univ. of the City of New York, renamed 1896. It comprises 13 schools and colleges, maintaining 4 main centers (including the Medical Center) in the city, as well as the , New Jersey Medical School and Cornell University for the co-development of a diagnostic product for early canine pregnancy detection. Paul A. Rosinack, ICG's current president 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. , will become a vice president of Synbiotics and remain president of ICG's operation. Robert L. Widerkehr, president and CEO of Synbiotics, commented, "This acquisition represents a significant opportunity as we are combining ICG's unique proprietary products, technology and market position with Synbiotics' strong manufacturing and U.S. and international product distribution." "The synergy between our two companies is exciting," said Rosinack. "We believe our combined efforts will have a very positive effect on the level of diagnostic products and services we can provide our customers worldwide and the growth of the business." Synbiotics develops, manufactures and markets advanced animal health diagnostics and biological products under its own name in the United States and internationally through marketing and license agreements. CONTACT: Synbiotics Corp., San Diego Michael K. Green, 619/451-3771 MikeG@Synbiotics.com) or ICG Paul Rosinack, 610/640-1244 or FRB See Federal Reserve Board. , Chicago Kathy Brunson, 312/266-7800 |
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