(COMTEX) B: Biopool International and Xtrana Announce Intent to Merge
B: Biopool International and Xtrana Announce Intent to Merge
VENTURA, Calif., Mar 30, 2000 (BW HealthWire) -- Biopool International Inc.
(OTCBB:BIPL) and Xtrana today announced that the companies had signed a Letter
of Intent to merge.
Biopool International has been a public company since 1988 focusing on
developing and selling products that serve the worldwide hemostasis diagnostics
marketplace, including test kits that diagnose and evaluate cardiovascular risk
factors. The company sold its immunohematology division in April 1999 and has
since sought avenues to put its capital to work in leading-edge technologies.
Xtrana (formerly Molecular Innovations Inc.) was formed in 1998 based upon
proprietary nucleic acid (DNA/RNA) testing technologies that have applications
in markets such as genomic research, high throughput screening in drug
discovery, testing for genetic markers or predisposition to disease, detection
of food and environmental contaminants (including agents of biological warfare)
and testing for clinically important pathogens.
Fundamental to Xtrana's technology is its SCIP(TM) (Self Contained Integrated
Particle) device, which combines the three essential steps of DNA analysis --
extraction, amplification and detection -- into a single device, allowing for
more rapid and cost-effective testing than other methods currently available.
The company has already introduced its first commercial product, Xtra Amp(TM),
which performs the extraction step for DNA testing and has advantages over
competitive technologies by providing rapid results and allowing the sample to
be archived and re-tested at a later date.
Xtrana's proprietary technologies are embodied in three issued patents and
numerous other patents pending and in preparation. To date, Xtrana has received
more than $4.5 million in research grants from the National Cancer Institute,
the Department of Defense, the U.S. Department of Agriculture, the Centers for
Disease Control and Prevention and the National Institute of Standards and
Technology.
Michael D. Bick, Ph.D., chairman and chief executive officer of Biopool,
commented: "We are extremely enthusiastic about our proposed business
combination with Xtrana. We have spent the past 10 years building a profitable
company in core medical diagnostics utilizing more traditional testing methods.
"The Xtrana technologies present the opportunity to propel the company into
leading-edge testing methods, both in our traditional medical testing arena, as
well as into entirely new areas of testing for food and environmental
contaminants."
Bick added, "This merger with Xtrana will allow Biopool shareholders to
participate in the exciting area of genomic research and testing, while Xtrana
shareholders will be able to capitalize on the strong business base and capital
structure Biopool has developed over the past 10 years."
Jack H. Wheeler, president and chief executive officer of Xtrana, said: "This
integration with Biopool will allow us access to their established areas of
expertise, including kit development, manufacturing and regulatory affairs.
Biopool's strength in traditional diagnostic testing will allow Xtrana to more
rapidly exploit its genomic technologies in clinical nucleic acid testing."
The merger is contingent upon a number of conditions, including the execution of
a Definitive Agreement by April 14, 2000, and the approval of a majority of
Biopool's and Xtrana's shareholders. Terms of the final agreement have not yet
been determined and will be made available after it is signed by the parties.
Simultaneously with the Letter of Intent, Biopool has agreed to advance $1
million to Xtrana in anticipation of closure of the merger. Additionally, each
of the companies has granted the other a warrant to purchase up to 19.9 percent
of its shares. The right to exercise these warrants is triggered by the failure
of the granting party to consummate the merger, subject to certain exceptions.
To learn more about Biopool International and Xtrana, visit their Web sites at
www.biopool.com and www.xtrana.com.
NOTE: This news release contains forward-looking statements, which are based
upon current expectations that involve a number of risks and uncertainties
including, but not limited to, technological innovations of competitors, changes
in health-care regulations, litigation claims, foreign currency fluctuation,
product acceptance or changes in government regulation of the company's
products, as well as other factors discussed in the company's last Report on
Form 10-K-SB under "Risk Factors." The merger of Biopool and Xtrana is subject
to a number of customary conditions, including conditions outside the control of
either Biopool or Xtrana.
Distributed via COMTEX.
Copyright (C) 2000 Business Wire. All rights reserved.
-0-
CONTACT: Biopool International Inc.
Michael D. Bick/Carol Hill, 805/654-0643
KEYWORD: CALIFORNIA
INDUSTRY KEYWORD: MEDICAL
DEVICES
BIOTECHNOLOGY
MEDICAL
MERGERS/ACQ
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