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Terumo Americas Holding, Inc. Agrees to Acquire Harvest Technologies Corporation, a Leader in the Development of Point-of-Care Cellular Therapy  
5/11/2011 6:20:23 AM

Terumo Americas Holding, Inc., a U.S. subsidiary of Japan's Terumo Corporation, one of the world's leading medical device manufacturers with $3.4 billion in sales and operations in more than 160 nations, today announced that it has entered into a Stock Purchase Agreement to acquire all outstanding shares of Harvest Technologies Corporation, an innovative biotechnology company working to commercialize the world's first point-of-care technology that allows physicians to derive highly concentrated autologous, adult stem cells from their patients in just 15 minutes.

The acquisition provides Terumo Americas Holding, Inc., access to Harvest Technologies Corporation's two medical device therapies that show promising benefits in optimizing the body's natural healing process. The SmartPRePĀ®2 APC+ system allows physicians to rapidly prepare highly concentrated, autologous Platelet Rich Plasma (PRP) enriched with growth factors to naturally stimulate the body's healing process for bone and soft tissue wounds. The SmartPReP 2 BMAC technology platform is a point-of-care device that requires just 15 minutes to process and concentrate adult stem cells from a small aspirate of autologous bone marrow. Both applications have shown promising results in the treatment of cardiovascular and peripheral artery disease.

"Our existing relationship with Harvest Technologies Corporation, as a U.S. distributor of their PRP technology through Terumo Cardiovascular Systems made it a natural fit into our strategic plan for growth in the vascular industry," said Kazuaki Kitabatake, President & CEO, Terumo Americas Holding, Inc. "As a global leader in cardiovascular and peripheral treatment, Terumo Corporation recognizes the tremendous value in combining this potentially breakthrough technology, especially Harvest's SmartPReP 2 BMAC, with our comprehensive portfolio of vascular product solutions. We are committed to pursuing technologies that help to advance the medical industry and best meet the growing, specialized needs of the international physician and patient communities."

Harvest Technologies Corporation's SmartPReP 2 BMAC is considered a potentially breakthrough technology because it can process and concentratethe cellular components from autologous bone marrow, including adult stem cells, within 15 minutes, while some concentration techniques require hours, or in some cases days, to prepare. The concentrateproduced by this system has been documented to generate more total nucleated cells with enhanced viability that affect a desired outcome in animal models compared to concentrations obtained by using the most common laboratory methods described in successful clinical studieswhile being significantly easier to implement and requiring half the amount of aspirate of bone marrow from the patient.

Harvest Technologies Corporation is focusing its initial commercialization efforts in Europe to support clinical research for the treatment of end-stage Critical Limb Ischemia (CLI), a result of peripheral artery disease, which often leads to lower-limb amputation and increased patient morbidity and mortality rates. Harvest is also conducting a 42-patient pilot, randomized, controlled, safety cardiac study of its BMAC system in three U.S. medical centers. The BMAC product is injected into the patient's heart muscle during bypass surgery to study its safety and effectiveness in this patient population. Previous studies using similar techniques have shown clinical promise.

"Harvest Technologies Corporation is at the technological forefront of developing point-of-care systems that allow physicians to apply non-surgical approaches for difficult-to-treat diseases such as CLI," says Gary Tureski, President and CEO of Harvest Technologies Corporation. "Terumo Corporation has long been a global leader in medical device technology to treat vascular and peripheral disease. We are excited about the expanded opportunities this partnership will provide to both companies and look forward to advancing the standard of care for patients worldwide who suffer from these debilitating diseases."

For more information, contact J. Patrick Elliott, VP Business Development, Terumo Cardiovascular Systems, (734) 741-6061.

Acquisition Summary:


1. Target Company

Harvest Technologies Corporation

2. Purchase Price

*Maximum $35 million for milestone payment during the period 2012 through 2015

$70 million

3. Financing

Cash on hand

4. Change in Harvest shares held by Terumo


Before the acquisition: 0%

After the acquisition: 100%

5. Closing date

April 29, 2011




Corporate Profile of Harvest Technologies Corporation:


1. Name

Harvest Technologies Corporation

2. Representative

Gary Tureski (President & CEO)

3. Established

1997

4. Head Office

Massachusetts, USA

5. Main Activities

Manufacture and distribution of devices and kits for PRP and BMAC harvesting

6. No. of Employees

61 (as of December 2010)

7. Sales

$25.9 million (as of December 2010)




Impact on Results

The impact of legal or regulatory proceedings and accounting for acquisition on Terumo's financial results will be disclosed as and when determined.

About Terumo Corporation

Terumo Corporation is a premier global medical device company with annual sales of more than 3.4 billion dollars for the fiscal year ending March 31, 2010. Founded in 1921, the company develops, manufactures and distributes world-class medical devices, such as syringes, blood bags and IV solutions. Terumo has the biggest share of the world markets for angiography guide wires and perfusion products and is a leading developer of interventional products, such as catheters and stents. For more information, visit www.terumo.com.

SOURCE Terumo Americas Holding, Inc.


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