Invitrogen Signs Definitive Agreement to Acquire Dynal Biotech

10-Feb-2005

Invitrogen Corporation announced it has signed a definitive agreement to acquire privately held molecular separation and purification technology pioneer Dynal Biotech from majority owner Nordic Capital and a co-investor for approximately NOK 2.5 billion. Dynal is the industry leader in magnetic bead technologies that are used in cell separation and purification, cell stimulation, protein research, nucleic acid research and microbiology.

The acquisition will provide Invitrogen with bead-based isolation technologies that can be leveraged across the company's broad technology portfolio. In addition, Dynal is a major supplier of specialized magnetic particles to major diagnostic product manufacturers for use in high-throughput automated immunoassay and other instrument systems.

One example of the application of Invitrogen/Dynal synergies in healthcare involves treatments that focus on strengthening a patient's own immune system. Separating specific cells that play a key role in fighting disease is a cornerstone of this immunotherapy. By coupling the Dynabead technology with targeted antibodies from Invitrogen's collection, through the anticipated purchase of Zymed Laboratories, researchers will have an efficient and effective system capable of identifying and isolating these important cells from a single blood sample.

Dynal has the ability to manufacture spherical microparticles, or "beads" with unique batch-to-batch consistency. This enables versatility in sample applications, increased accuracy through reduced non-specific sample binding and unique batch-to-batch reproducibility. Dynal holds 13 granted patents, 21 patent applications, 12 registered trademarks and 10 trademark applications on its technology. The company committed approximately 13 percent of revenues to research and development in 2004, a figure that will advance Invitrogen's goal of spending 10 percent of revenues on R & D. Dynal currently employs more than 400 professionals at locations in Norway, the United States, the United Kingdom and China.

The transaction is expected to close by the end of the first quarter of 2005. Dynal is expected to generate revenues of approximately $74 million for the period of April through December 2005. Invitrogen expects the transaction to be accretive to 2005 pro forma earnings per share by 7 cents per share, and to be accretive by 24 cents per share in 2006. The Company has not yet determined allocation of the purchase price, therefore accurate GAAP earnings per share estimates are not available at this time.

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