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


To: sim1 who wrote (211)9/21/1998 8:00:00 PM
From: Thomas Kirwin  Respond to of 422
 
Great News Stuart!

Thanks for the link. The complete story is being posted below for the archives and future reference.

Monday September 21, 8:55 am Eastern Time

Company Press Release

Immucor Inc. to Acquire Gamma Biologicals Inc. in a Cash Tender Offer for $5.40 Per Share

NORCROSS, Ga.--(BUSINESS WIRE)--Sept. 21, 1998--Immucor Inc. (Nasdaq:BLUD - news) and Gamma Biologicals Inc. (AMEX:GBL - news) today jointly announced that they have executed a definitive merger agreement under which Gamma Acquisition Corporation, an Immucor subsidiary, will commence a cash tender offer to acquire all of the outstanding shares of Gamma Biologicals for $5.40 per share followed by a cash merger at the same price. The transaction has been unanimously approved by the Board of Directors of each company. Upon completion of this transaction, Gamma Biologicals will operate as a wholly owned subsidiary of Immucor Inc.

The cash tender offer of $5.40 for each Gamma Biologicals share represents a total transaction value of approximately $25 million. The tender offer is not conditioned upon financing. Subject to satisfaction of customary closing conditions, Immucor and Gamma Biologicals expect the transaction to close within five weeks from the date hereof.

Upon completion of this acquisition, Immucor will become the market leader in providing blood serology reagents and systems in the U.S. and Canada, and will greatly strengthen its international market position and overall product offering. The combination of this market leadership with Immucor's broad line of automated instrumentation, including the newly approved ABS2000 system, and Gamma's newly introduced gel-based ReACT system, is expected to generate growth in both revenue and profitability. Given the substantial opportunities for synergies and cost savings, this transaction is expected to increase Immucor's earnings per share.

Edward L. Gallup, Immucor's president and CEO, stated, ''I am pleased to welcome Gamma's customers, employees and suppliers to our company. I am confident that the combined strengths of our organizations will set the standard for quality products and services in our industry for years to come.''

David E. Hatcher, Gamma's president and CEO, stated, ''In Immucor, we have found the ideal partner to continue the growth of our business. Given the consolidation of our industry and the resources which Immucor provides, I believe this transaction will best serve Gamma's customers, shareholders and employees.''

Immucor Inc., founded in 1982, manufactures and sells a complete line of reagents and systems used by hospitals, reference laboratories and donor centers to detect and identify certain properties of the cell and serum components of blood prior to transfusion. Immucor markets a complete family of automated instrumentation for all of its market segments. Immucor's fiscal 1998 revenues were approximately $40 million. For more information on Immucor, please visit the company's website at immucor.com.

Gamma Biologicals Inc., with fiscal 1998 revenues of approximately $18 million, manufactures and sells a wide variety of in-vitro diagnostic reagents to blood donation centers, transfusion departments of hospitals, medical laboratories and research institutions through a direct sales force and distributor network. Gamma distributes its products to more than 50 countries worldwide. Additional information is available about Gamma Biologicals on its website at gammabio.com.

This press release may contain forward-looking statements as that term is defined in the Private Securities Reform Act of 1995, including, without limitation, statements concerning each company's expectations, beliefs, intentions or strategies regarding the future. Because such statements deal with future events, they are subject to various risks and uncertainties, and actual results may differ materially from each company's current expectations. All forward-looking statements included in this document are based on information available to each company on the date hereof, and each company assumes no obligation to update any such forward looking statements. Further risks are detailed in each company's filings with the Securities and Exchange Commission, including those set forth in each company's most recent Form 10-K and Quarterly Reports on Form 10-Q.

Contact:

Immucor Inc.
Edward Gallup/Steve Ramsey/Connie Vinson, 770/441-2051
or
Gamma Biologicals Inc., Houston
David E. Hatcher, 713/681-8481



To: sim1 who wrote (211)10/2/1998 10:10:00 AM
From: Thomas Kirwin  Respond to of 422
 
Financing Analysis

The total deal will cost approximately $27 million. It appears as though Immucor will borrow $20 million and utilize some of its cash hoard to complete the acquisition of Gamma Biologicals. Immucor should have approximately $10 million in cash remaining to ramp up production of the ABS2000. Of course, they could use the cash to acquire another small company or complimentary technology.

Immucor's commercial loan is priced at LIBOR plus 120 basis points. I found this information regarding LIBOR on the internet.

LIBOR - London InterBank Offered Rate

LIBOR is the rate on dollar-denominated deposits, also know as Eurodollars, traded between banks in London. The index is quoted for one month, three months, six months as well as one-year periods.

LIBOR is the base interest rate paid on deposits between banks in the Eurodollar market. A Eurodollar is a dollar deposited in a bank in a country where the currency is not the dollar. The Eurodollar market has been around for over 40 years and is a major component of the International financial market. London is the center of the Euromarket in terms of volume.

The LIBOR rate quoted in the Wall Street Journal is an average of rate quotes from five major banks. Bank of America, Barclays, Bank of Tokyo, Deutsche Bank and Swiss Bank.

The most common quote for mortgages is the 6-month quote. LIBOR's cost of money is a widely monitored international interest rate indicator. LIBOR is currently being used by both Fannie Mae and Freddie Mac as an index on the loans they purchase.

LIBOR is quoted daily in the Wall Street Journal's Money Rates and compares most closely to the 1-Year Treasury Security index.

The October 1st issue of The Wall Street Journal quoted the following LIBOR rates:

5.375% - One Month
5.312% - Three Months
5.246% - Six Months
5.062% - One Year

Assuming that Immucor's financing is based on the six month LIBOR their interest rate would be 6.446% (5.246 + 120 basis points). This is a very favorable rate. IMHO - it is indicative of Immucor's financial strength as well as their future prospects.

Regards,

Tom