ImmunoPrecise $IPA to Acquire QVQ Holdings BV

ImmunoPrecise(TSX.V: IPA)(OTC PINK: IPATF)

ImmunoPrecise Antibodies Ltd. announces that it has signed a binding letter of intent with QVQ Holdings BV whereby the Company has agreed to acquire all of the issued and outstanding shares of QVQ.  Currently, U-Protein Express B.V., a wholly owned subsidiary of the Company owns 37% of the issued and outstanding shares of QVQ.

The addition of QVQ will broaden the portfolio of research services the Company can offer its customers.  Additionally, QVQ has an available inventory of both unique and/or patented monoclonal antibodies that are being sold directly to customers.

QVQ

QVQ is a privately held company based in Utrecht, The Netherlands that performs Contract Research for pharmaceutical, biotech and diagnostic companies. A second area of focus for QVQ is working with Universities and research institutes in Collaboration Agreements to develop new intellectual property in the area of diagnostic imaging products.

During the fiscal year ended December 31, 2016, QVQ had revenues of €435, 125 (CAD $639,633).  For the first of half of fiscal 2017, QVQ has revenues of €364,379 (CAD$ 535,637).

Terms of Transaction

Under the binding letter of intent, the Company and QVQ have agreed to negotiate a definitive agreement whereby the Company will acquire all of the issued and outstanding shares of QVQ for €500,000 (CAD$735,000), of which  €100,000 (CAD$147,000) will be paid in cash on closing, and €400,000 (CAD$588,000) will be satisfied by the issuance of common shares of the Company on closing.

The letter of intent also requires that the Chief Executive Officer, Edward Dolk, of QVQ to enter into a two-year management contract, which will include non-solicitation and non-competition clauses.  The QVQ shareholders will also be entitled to  receive a portion of royalties generated from the commercialization of QVQ molecules licensed to Orthros TR as follows: 50% of any royalties due to and received by QVQ from January 1, 2018 to December 31, 2018; 30% of any royalties due to and received by QVQ from January 1, 2019 to December 31, 2019; and 10% if any royalties due to and received by QVQ from January 1, 2020to December 31, 2010.

The parties will be entitled to carry out due diligence of each other until October 31, 2017.  Upon the parties completing due diligence to their reasonable satisfaction, the parties will enter into the Definitive Agreement setting forth the terms and conditions of the Transaction by October 31, 2017.  Completion of any transaction with QVQ is subject to a number of conditions, including but not limited to, completion of due diligence, negotiation of definitive agreements in respect of such a transaction, and receipt of any required regulatory and shareholder approvals. A transaction cannot be completed until these conditions are satisfied, and there can be no assurance that a transaction will be completed at all.

Growth Initiatives

The Company reports that the focus on growth initiatives in 2017 has resulted in:

  • Expansion of commercial opportunities in development of humanized antibodies with two significant therapeutic companies;
  • Increase in the number of long term service agreements by 49%;
  • Increase in new customers by 15%

With the expansion into the humanized antibody field and an increase in long term service contracts, the Company believes that it has set the groundwork for sustained long term success.