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Biotech / Medical : Immucor -- Ignore unavailable to you. Want to Upgrade?


To: Jim Cash who wrote (99)7/8/1998 7:56:00 PM
From: Thomas Kirwin  Read Replies (1) | Respond to of 422
 
Immucor Business Summary

Immucor is part of the immunohematology industry, which generally seeks to prevent or cure certain diseases or conditions through the transfusion of blood and blood components.

The company makes and sells a complete line of more than 60 reagents and systems used primarily by hospitals and blood banks in a number of tests performed prior to blood transfusions. The tests are used for the grouping and typing of donor and patient blood, the detection and identification of blood group and platelet antibodies, paternity testing and routine prenatal care. Through its German subsidiary, Immucor sells HLA products used in human organ transplantation and DNA probes used in paternity testing. Through its Italian unit, the company tests for certain infectious diseases and clinical chemistry reagents.

Because of the critical importance of matching patient and donor blood, compatibility testing procedures are generally performed manually by highly trained technologists in hospitals, blood banks and laboratories. Immucor believes that the performance of these tests can be significantly improved using its proprietary solid-phase test system. In its system, one of the reactants (either an antigen or an antibody) is applied and bound to a solid support, such as a well in a microtitration plate. During testing, the bound reactant captures other reactants in a fluid state and binds those fluid reactants to the solid phase.

Immucor sells three test systems: a platelet antibody detection system (Capture-P), a red cell antibody detection system (Capture-R), and an infectious disease test (Capture-CMV). The company also distributes lab equipment used to automate blood test procedures.

The company has developed an automated blood bank instrument (the ABS2000) with Bio-Tek Instruments, Inc., to perform blood compatibility tests that are currently done manually by hospital blood bank technologies. In the first half of 1996, the company received clearance to market the instrument in Canada, and filed a 510(k) application with the FDA for market clearance in the U.S.

In September 1997, the company signed an amendment to its preferred supplier agreement with the University Hospital Consortium (UHC), a member-driven alliance of 78 academic health centers and 37 associate hospitals. The amendment adds the Biometric Imaging product line to BLUD's existing contract with UHC, and lets UHC affiliated hospitals purchase the products at a discount.



To: Jim Cash who wrote (99)7/8/1998 9:52:00 PM
From: Thomas Kirwin  Respond to of 422
 
Immucor Shareholder's Rights Plan

The Company has a Shareholders' Rights Plan under which one Common Stock purchase right is presently attached to and trades with each outstanding share of the Company's Common Stock. The rights become exercisable and transferable apart from the Common Stock ten days after a person or group, without the Company's consent, acquires beneficial ownership of, or the right to obtain beneficial ownership of, 20% or more of the Company's Common Stock or announces or commences a tender offer or exchange offer that could result in at least 20% ownership. Once exercisable, each right entitles the holder to purchase one share of the Company's Common Stock at an exercise price of $16, subject to adjustment to prevent dilution. The rights have no voting power and, until exercised, no dilutive effect on net income per common share. The rights expire on April 20, 1999, and are redeemable at the discretion of the Board of Directors at $.01 each. All reservations of shares of Common Stock for purposes other than the rights plan shall take precedence and be superior to any reservation of shares in connection with or under the rights plan.

If a person or a group acquires at least 20% ownership, except in an offer approved by the Company under the rights plan, then each right not owned by the acquirer or related parties will entitle its holder to purchase, at the right's exercise price, Common Stock or Common Stock equivalents having a market value immediately prior to the triggering of the right of twice that exercise price. In addition, after an acquirer obtains at least 20% ownership, if the Company is involved in certain mergers, business combinations, or asset sales, each right not owned by the acquirer or related persons will entitle its holder to purchase, at the right's exercise price, shares of Common Stock of the other party to the transaction having a market value immediately prior to the triggering of the right of twice that exercise price.