VANCOUVER, BRITISH COLUMBIA--(MARKET WIRE)--Sep 24, 2007 -- Inflazyme Pharmaceuticals Ltd. (Toronto:IZP.TO - News) and Biolipox AB, a private Swedish pharmaceutical company, today announced that they have entered into a definitive asset purchase agreement whereby Biolipox will acquire the majority of Inflazyme's assets for potential gross proceeds of up to $11 million plus a potential royalty payment. The assets include Inflazyme's research and development programs on the LSAIDs(TM), the PDE inhibitors and the Protein Therapeutics Technology.
The Company will receive $4 million immediately upon closing of the transaction. The remaining $7 million would be paid only upon the successful attainment of certain milestones as follows: (i) decision to enter a Phase 2b clinical study with a PDE inhibitor at $1.5 million, (ii) decision to initiate a Phase 3 clinical study with a PDE inhibitor at $2.5 million, and (iii) the decision to begin a Phase 3 clinical study with an LSAID(TM) at $3 million.
In addition, Inflazyme could also receive up to 35% of the proceeds from the sale of the Protein Therapeutics Technology if Biolipox chooses to sell or license those assets within 12 months of the closing of the transaction. Finally, the transaction also includes a potential royalty payment in the low single digits on net sales of the first PDE inhibitor compound brought to market. There can be no assurances that the milestone payments, the proceeds from the sale of the Protein Therapeutics Technology or the royalty stream will take effect.
The transaction is subject to approval by Inflazyme's shareholders, obtaining consents from regulatory authorities including the Toronto Stock Exchange, and other customary closing conditions. There is no assurance that the Company will be able to maintain its TSX listing after the transaction closes. The transaction is expected to close on October 26, 2007 but it must close by November 30, 2007 at the latest.
The proposed transaction has the unanimous support of Inflazyme's Board of Directors. The agreement provides for termination payments if the transaction is not completed due to the acceptance by the Company of a superior offer.
Inflazyme has called a special meeting of shareholders to seek approval of this transaction. The meeting is to be held in Vancouver on October 25, 2007. Further details about this transaction and the plans for the use of proceeds will be forwarded to shareholders for consideration at the meeting.
"The Inflazyme management team and the Board have evaluated a number of strategic options since February 2007. We have decided that our shareholders will be best served through this transaction with Biolipox," said Dr. Kevin Mullane, President and CEO of Inflazyme. He also added, "Biolipox recognizes the value inherent in our proprietary technologies and the potential for developing promising therapeutics to treat patients with respiratory diseases and other inflammatory disorders."
"With the acquisition of these development programs from Inflazyme, we strengthen our position in respiratory and inflammatory diseases. Inflazyme's novel technologies have exciting potential which we believe will fit nicely in the Biolipox R&D portfolio," commented Torbjorn Bjerke, President and CEO of Biolipox.
Inflazyme Pharmaceuticals is a biopharmaceutical company in respiratory and inflammatory diseases. Further information on the Company may be obtained from its website at www.inflazyme.com.
Biolipox is a private Swedish pharmaceutical company that develops novel treatments for inflammatory diseases including asthma, COPD, rhinitis, pain and arthritis. The Company was founded by two professors from the Karolinska Institute after the discovery of a new family of arachidonic acid products with inflammatory effects called eoxins. Metabolites of arachidonic acid play a central role in the development of inflammatory diseases. Biolipox is a global leader in developing products targeted at arachidonic acid metabolism. Further information on the Company may be obtained from its website at www.biolipox.com.
This news release contains certain "forward-looking statements" and "forward-looking information" which may include but is not limited to statements in respect of our future financial position or operations. Words like "believe", "intend", "may", "expect", "anticipate", "plan", "should" and other similar expressions are forward-looking statements that involve a number of risks and uncertainties. By their nature, forward-looking statements involve numerous factors, assumptions and estimates, some but not all of the factors that could cause actual results to differ materially from those projected in our forward-looking statements include among others: risks associated with the completion of clinical trials and obtaining regulatory approval to market our products, market acceptance of our technologies and products; our ability to obtain financing; our financial and technical resources relative to those of our competitors; our ability to enforce our intellectual property rights and protect our proprietary technologies; the ability to obtain and develop partnership opportunities; and other risk factors identified from time to time in the Company's regulatory filings. For a further description of the principal risks affecting the Company, see our regulatory filings. These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements.
Inflazyme Pharmaceuticals Ltd.
Sr. Director, Corporate Development
1-800-315-3660 or (604) 279-8511
(604) 279-8711 (FAX)
+46 708 66 19 90
+46 730 96 31 31
Source: Inflazyme Pharmaceuticals Ltd.