AGNT to distribute ~.95/sh in cash, trading at .85
Good opportunity here; traders are asleep.
Argonaut Technologies, Inc. to Sell Stock and Certain Assets to Biotage AB
Tuesday February 22, 1:59 am ET
Transaction Valued at $20M and Fulfills First Phase of Strategic Alternatives Effort
REDWOOD CITY, Calif., Feb. 22 /PRNewswire-FirstCall/ -- Argonaut Technologies (Nasdaq: AGNT - News), today announced it has entered into a definitive agreement under which Argonaut Technologies will sell stock and certain assets of its consumables and flash chromatography business to Biotage AB (Stockholm: BIOTa.ST - News) of Uppsala, Sweden. The transaction is valued at approximately $20 million in cash, and once consummated will fulfill the first phase of the Company's planned effort to maximize shareholder value through strategic transactions. The closing of the transaction is subject to approval by Argonaut's stockholders, and other customary closing conditions.
The transaction includes Argonaut's consumables business segments, consisting of its Synthesis and Purification consumables, Bioanalytical Sample Preparation consumables and Flash Chromatography Systems, as well as other legacy instruments and services. The Company believes that this transaction will take advantage of the positive synergies between the two companies' product lines, offering customers in the drug discovery field broader and more complete access to synthesis and purification products worldwide. "We believe Biotage's complementary products and worldwide sales and service organization will further leverage and build on the market success of Argonaut's purification products," said Lissa A. Goldenstein, president and chief executive officer of Argonaut.
The agreement with Biotage AB is part of Argonaut's ongoing effort announced in November 2004 to evaluate and pursue strategic alternatives. Argonaut Technologies intends to distribute a significant portion of the net proceeds received in the sale to stockholders promptly after the closing of the transaction, which is subject to stockholder approval. The Company will remain dedicated to marketing and support of its Process Development Products and Services, while continuing to pursue strategic alternatives, including the sale of this business. "The entire management team remains focused on managing our resources and controlling our expenses through this process to maximize the value of our assets for the benefit of our stockholders," continued Ms. Goldenstein.
The approximately $20 million purchase price will be paid in cash and is subject to adjustment based on any change in the value of the net working capital of the acquired assets and assumed liabilities prior to closing. While the net proceeds from the sale and the on-going strategic alternatives effort are expected to represent approximately $0.95 per diluted share, the ultimate amount of distributions to be made to stockholders could be higher or lower depending on a number of factors such as operating performance, liability discharge and reduction, the disposition of the process business, and other factors beyond the Company's control. Argonaut Technologies expects that the stockholder meeting to approve this sale will be held during the second quarter of 2005. SG Cowen & Co., LLC acted as exclusive financial advisor to the company in connection with this transaction. |
