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 GODMANCHESTER, England, Aug. 31 /PRNewswire/ -- Ethical Holdings plc announced the signing of a definitive agreement to acquire Gacell Holdings AB, a pharmaceutical company based in Malmo, Sweden that develops and licenses products based on a proprietary oral controlled- release technology trademarked Multipor.
 Gacell has six products under development or on the market including once and twice daily formulations of diltiazem for the treatment of hypertension and angina; a controlled release formulation of morphine for the treatment of severe pain; a twice-daily tablet and suppository formulations of theophylline for the treatment of asthma.
 To date, Gacell has established license or supply and distribution arrangements with 18 companies for the marketing and sale of six of its products in 21 countries. Gacell's licensees include Kabi Pharmacia AB of Sweden, Laboritorios Dr. Esteve SA of Spain, Sigma-Tau Industrie Farmnaceutiche Riunite S.p.A. of Italy, Synthelabo Pharmacie of France and Tanabe Seiyaku Ltd of Japan. Gacell has received regulatory approval for four products in a total of 21 countries and has submitted seven applications for regulatory approval in six other countries.
 For the nine months ended May 31 1993, Gacell generated pounds sterling 3,125,700 in total revenues and pounds 583,000 of net income after tax on an unaudited basis under U.S. GAAP. Approximately 80 percent of Gacell's revenues over this period derived from royalties and product sales.
 Under the terms of the definitive agreement, Ethical will merge with Gacell in a share-for-share exchange involving the issuance of a maximum of 2,980,000 Ordinary Shares of Ethical. Ethical intends the transaction to be accounted for as a pooling. Approved unanimously by Ethical's board of directors, the transaction was excepted and closed on Aug. 31 1993.
 "We are delighted to announce this transaction, a major step forward in the development of the Company", stated Dr. Geoffrey W. Guy, Ethical's Chairman and Chief Executive Officer. "With Gacell, we gain a powerful oral controlled-release technology applicable to many of our product undertakings, a first class development team, some of the world's leading pharmaceutical companies as licensing partners, and a substantial base of royalties and product revenues from diltiazem, an important addition to our cardiovascular product line".
 From a corporate development point of view", Dr. Guy said, "this combination accelerates the company's evolution and addresses in one step many of the objectives we set at the time of our initial public offering".
 Ethical Holdings plc is a pharmaceutical development company specializing in pharmaceutical products using the company's proprietary drug delivery systems, including controlled-release tablets, transdermal patches, and topical formulations. Ethical also has an ancillary phytomedicines business that develops drugs derived from plants. The company completed its initial offering on April 1, 1993.
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 /CONTACT: Dr. Geoffrey Guy, chairman and chief executive of Ethical Holdings plc, in the U.K.: 44-480-431303/ CO: Ethical Holdings plc; Gacell Holdings AB ST: IN: MTC SU: TNM

TS -- NY007 -- 7315 08/31/93 07:26 EDT
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Publication:PR Newswire
Date:Aug 31, 1993

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