Amarantus Diagnostics And Avant Diagnostics To Form 3-Way Business Combination With Theranostics Health
- Companies to consolidate shares into Avant Diagnostics (OTCQB:AVDX)
- Conference Call to be hosted on Monday March 7, 2015 at 4:30pm ET that will include CEOs of Amarantus, Avant and Theranostics, and Amarantus advisor Brian Harvey, MD PhD
- Combined Company to focus on Oncology and Neurology diagnostics with 3 proprietary diagnostic tests for ovarian cancer (OvaDx®), multiple sclerosis (MSPrecise®) and Alzheimer's disease (LymPro Test®)CLIA-enabling validation studies for OvaDx® MSPrecise® and LymPro Test® expected to initiate in 2016 to support product launch in 2017
- Rich pipeline of oncology and neurodegeneration diagnostic products
- Theranostics Health expects recorded ~$1.5M in Pharma Services Revenue in 2015 that is expected to increase
- Customer lists includes 7 of top 10 Pharmaceutical Companies
- Scientific focus is on becoming recognized leader in field of cell cycle biology
Avant Diagnostics (OTCQB: AVDX), a biotechnology company focused on the development of oncology based diagnostics, and Amarantus Diagnostics, a wholly-owned subsidiary of Amarantus BioScience Holdings, Inc. (OTCQX: AMBS), today announced that the companies have jointly entered into a letter of intent for Avant to acquire Theranostics Health Incorporated ("THI"), adding key CLIA laboratory and intellectual property capabilities to Avant and Amarantus' previously announced diagnostics merger. Theranostics currently generates over $1.5M in services revenue from some of the world's leading biopharmaceutical companies, including 7 of the top 10 pharmaceutical companies by revenue. To access today's 4:30pm ET conference call please dial 215-383-1625 or toll free 800-356-8278; access code 135394.
Under the terms of the agreement, Avant shall issue to Theranostics 25 million shares of its common stock upon the closing. Amarantus has provided a convertible note bridge financing of $400,000 to Theranostics to facilitate the transaction that will be assumed by Avant upon closing of the transactions. The 3-way business combination is expected to close on or before March 31st, 2016, and is subject to customary closing conditions.
"Theranostics Health is a leader in the area of signal transduction biology, where they have been able to attract an A-list of pharmaceutical customers collaborating with the company to evaluate the therapeutic benefit and potential of their drug candidates using THI's proprietary assays," said Gerald E. Commissiong, President & CEO of Amarantus. "In addition, THI has a CLIA lab where Amarantus' diagnostics division has established operations over the course of the first quarter that will allow for CLIA validation and commercial launch of the combined company's suite of high-value, proprietary diagnostics in the areas of oncology and neurology. THI's sales channel into the pharmaceutical industry will provide important leverage for the combined company to market the LymPro Test® for Alzheimer's disease. We could not have picked a better partner to bring Avant and Amarantus' leading-edge intellectual property in diagnostics and biomarkers to the market."
"Key to the business case for the merged company is THI's impressive pharma services revenue base and sales channel in the area of cell signaling biology," said Gregg Linn, President & CEO of Avant Diagnostics. "In addition to this, THI's CLIA laboratory provides the combined company with the infrastructure to launch OvaDx®, MSPrecise® and LymPro Test in a regulatory compliant environment that has been vetted by some of the world's top pharmaceutical companies. THI's laboratory meets the highest quality standards under CLIA/CAP which should give both our pharmaceutical and commercial customers great confidence in the information generated in THI's laboratory."
Theranostics Health's core business is centered on providing pharmaceutical and biotechnical companies access to its technology for quantitatively measuring the activation status of key proteins and signal transduction pathways that are dysregulated in multiple disease processes via its Reverse-phase Protein Array (RPPA) platform. The Company is experienced in running CAP-accredited assays in its CLIA laboratory for predicting response to therapies in difficult to treat cancers. The Company believes that, while genomic approaches may identify potential activating mutations in diseased tissues, measuring the actual activation status of the protein drug targets and the signal transduction pathways that they regulate, provides physicians with much-needed evidence that a particular therapeutic strategy can provide benefits to the patient. The Company has launched tests, TheraLink® Assays, for guiding therapeutic decisions in breast and colorectal cancer. The post-merger Avant Diagnostics will further build on its recognized scientific expertise in the area of cell cycle biology to increase its pharma services revenues and provide therapy guiding diagnostics in difficult to treat conditions.
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