The publicly listed Belgian company Docpharma announces the
take-over of the AB Medical prs BV. The company is the market leader for plastic and reconstructive
surgery in the Netherlands, and will be integrated in the “Medical Devices” division of Docpharma.
Following a favorable due diligence, the conclusion of the agreement is the final step after the announcement of the Letter of Intent on 20 October 2004.
Transaction
The initial take-over price for all AB Medical shares is EUR 4.239.653. This price will be increased depending on the reported net profit of AB Medical prs for the financial year 2005. This additional liability is estimated at EUR 220.000.
17,1 % of the initial price is paid in Docpharma shares, which are valued at EUR 33,9 i.e. 12% above the closing quote of Friday 17 December 2004. A total of 21.440 new Docpharma shares will be issued. The remaining balance of EUR 3.512.855 is settled in cash.
These new Docpharma shares are subject to a gradually decreasing lock-up period of 30 months.
Through this acquisition, Docpharma will strengthen its “Medical Devices” division. The activities of AB Medical prs and the Docpharma “Medical Devices” division are strongly omplementary on a geographical and operational basis. Docpharma was already the market leader in Belgium for services, that are offered by AB Medical as market leader in the Netherlands.
About AB Medical prs
AB Medical prs is located in Breda (the Netherlands) and was founded in 2000 under the supervision of Mr. Van der Horst. AB Medical prs counts 8 employees of whom three sales representatives. AB Medical prs is the leading company on the Dutch market for plastic and reconstructive surgery. Almost all Dutch hospitals and private hospitals, which offer these kind of treatments, use products sold by AB Medical prs. The company markets exclusively products of a proven high-quality standard. The turnover of the financial year, ending on December 31, is estimated at EUR 6,9 million. The expected annual growth amounts to an average of 15 %.
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