The biotechnology companies Sygnis Pharma and Genetrix have agreed terms for the merger of the latter's DNA sequencing subsidiary, X-Pol Biotech, with Sygnis. The goal is to develop and market X-Pol's DNA sequencing technologies and products.
Sygnis will acquire 100 per cent ownership of X-Pol by way of capital increase against contribution in kind, with X-Pol will becoming a fully owned subsidiary of Sygnis. After completion of the deal, existing shareholders of X-Pol are expected to hold 77.5 per cent of Sygnis shares. Cash and existing financial facilities, such as SEDA, are expected to cover the financial needs of Sygnis after the transaction until achieving positive cash flows. The executive and supervisory boards of both companies have voted in favour of the proposed key terms of the transaction.
The transaction is subject to an exemption granted by BaFin from the obligations relating to Section 35 of the German Takeover Act, in particular to submit a mandatory tender offer to the existing shareholders of Sygnis in connection with the merger. It is also dependent on the approval of Sygnia shareholders. It is proposed that Pilar de la Huerta (CEO of Genetrix) will join the Sygnis Management Board following the closing of the transaction.
The transaction takes advantage of Sygnis' expertise in the biotechnology business and its share listing in combination with Genetrx' expertise in the emerging field of molecular diagnostics.