HCEG Healthcare Ent.

RNS Number:6583R
Healthcare Enterprise Group PLC
23 September 2005



Healthcare Enterprise Group PLC


Acquisition, fund raising, disposal and trading update


Healthcare Enterprise Group PLC ("HCEG" or "the Company"), the international
healthcare products and services company is pleased to announce the following:


  * that it has reached agreement to acquire Fertiloscopy ("the Acquisition"),
    a diagnostic and therapeutic aid addressing infertility in women for up to
    Euro2.8 million, thus adding to the Company's portfolio of women's health
    products;


  * that the Company has raised #3.00 million via a share offer, the
    cornerstone of which is #250,000 of new investment from HCEG management to 
    fund the Acquisition and for continuing development of other HCEG products;


  * since the successful German registration of its EBIOX range of
    products, the Company has entered into a Euro3 million contract for the
    distribution of EBIOX to the German healthcare sector;


  * although all US Federal Government EPA related testing has been
    successfully completed for EBIOX, due to expanded testing scope to cover a
    broader range of claims and to accommodate US constituent product
    specifications, EPA registration of its EBIOX range of surface
    decontamination products is now anticipated in spring 2006. As a result of
    this delay, US sales of Ebiox products will be impacted in the current
    financial year.  However, the Directors believe that cumulative aggregate
    sales and operating profits of the Company upto and including the financial
    year ended 28 February 2007 will not be affected;


  * that the Company has reached agreement to acquire its distribution partner
    in South East Asia;


  * that Optiscope has met the technical milestone of outperforming the optics
    train in the "gold standard" market-leading re-useable endoscope; and


  * that the Company has agreed the spin out of certain non-core assets, thus
    focussing the business entirely on healthcare product development and
    distribution.




FERTILOSCOPY

HCEG has reached agreement to acquire Fertiloscopy from Gerimed bv.  The initial
consideration for the Acquisition will be up to Euro400,000 in cash, plus an amount
up to Euro2.5 million in cash to fund marketing and client product training in
relation to the introduction of the device and technique on a world-wide basis.



Fertiloscopy allows gynaecologists to investigate patency of the ovaries, uterus
and fallopian tubes.  These investigations then provide a much more detailed and
accurate diagnosis of the cause of infertility, enabling the most appropriate
treatment options to be determined.



Fertiloscopy is already both CE and FDA approved and has recorded turnover of
approximately #100,000 in France, Benelux and the United States.



Approximately five million women seek fertility treatment every year, with
current techniques for investigating infertility being inadequate and expensive.
Accurate diagnosis of the cause of infertility is key to achieving a successful
outcome when treating with in vitro fertilisation or interuterine insemination
techniques and devices. The World Health Organisation estimates that there are
up to 80 million infertile couples world-wide.



The Directors estimate the potential market for Fertiloscopy to be in excess of
$700 million worldwide and anticipate that successful diagnosis of the cause of
infertility will greatly enhance sales of the Company's IUI product FERTILIGENT.
The Directors intend to market these together as a product suite.



FUNDING

In light of the Acquisition and in order to assist in the financing of other
activities the Company is presently pursuing (as mentioned below), the Company
has raised #3.00 million via a placing of 4,379,562 ordinary shares at 68.5p per
share, of which #250,000 is provided by the Directors of the Company.
Application will be made for the shares to be admitted to AIM.



FERTILIGENT

We are pleased to announce that the development of Fertiligent remains on
schedule and we have agreed to invest a further $125,000 in the project, which
will increase the Company's shareholding to 13.04% of Fertiligent Limited. HCEG
holds the world-wide sales and marketing rights for Fertiligent and an option to
acquire control of the company for a pre-agreed price. The Company we will be
featuring both Fertiligent and Fertiloscopy at this year's Medica exhibition in
November to be held in Dusseldorf. The Company anticipates revenues for
Fertiloscopy to be immediate whilst revenues from Fertiligent are now expected
in early 2006 following CE approval.



EBIOX

Following successful registration of the EBIOX range in Germany, the Company has
signed an exclusive distribution agreement with Kalmed GmbH, a distributor to
the German nursing home and home health care sector, to distribute the EBIOX
range to the healthcare sector in Germany. The first year contract value is Euro3
million, with an initial order of Euro1 million.



The Company continues to progress registration activities with the authorities
in both the USA and Japan to have the EBIOX surface and hand products approved
in those countries. The instrument range is now approved and is being sold in
both countries.



In the US, the Company's registration consultants have indicated that the
Federal Governmental Environmental Protection Agency approvals will be received
in spring 2006 - the products now having passed all testing requirements and now
awaiting administrative registration. The Company has a number of Memorandum of
Understanding's ("MOU") in place for EBIOX in several countries including the US
and Japan, where the regulatory process is pending completion. Whilst the delay
in EPA registration will affect EBIOX anticipated sales for the financial year
ended 28 February 2006, the Directors believe that the Company's cumulative
budgetary targets for the financial years ending 28 February 2007 will be met in
view of the MOU's and sales contracts already signed and under negotiation.



ALPHA TRADING ASIA (THAILAND) AND LINK PORTFOLIO SDN BHD (MALAYSIA)

In order to cement the Company's relationship with its two distributors in South
East Asia, the Company has agreed to acquire a controlling interest in these
businesses for a total consideration not exceeding #200,000 to be paid in cash
or shares at the Company's discretion.



Link Portfolio Sdn Bhd ("Link") will be merged into Alpha Trading Asia ("ATA")
with the Managing Director of Link, Mr Robin Kennedy, joining HCEG as Managing
Director of ATA. The vendors of both companies will become executives of the
Company's Healthcare Sales and Services product trading division and will be
incentivised to focus on and grow this market.



OPTISCOPE

Optiscope has met the technical milestone of outperforming the optics train in
the "gold standard" market-leading re-useable endoscope and we have agreed to
invest a further $60,000 which brings our shareholding in Optiscope Technology
Limited to 70.3%.



HCEG VENTURES SPIN OUT

In order to focus on the Company's key areas of product distribution, women's
health, minimally invasive surgery and decontamination, the Company has reached
agreement to spin-out certain non-core HCEG assets. These include products,
companies and investments such as Biosilk, Cancer Therapeutics, 3Q;
Morphogenesis and MDS, HCEG's US based consulting arm.  These assets will be
acquired by a US company led by Michael Low, HCEG Group Development Director,
Phil Dalton, founder and president of MDS, and Kenneth Denos an HCEG
non-executive director.  As part of the transaction Michael Low and Kenneth
Denos will leave the HCEG Board.



HCEG will retain an equity interest in the Newco. The total deal consideration
for the spin out is expected to be approximately #3,000,000.



Further details of this transaction will be the subject of a future
announcement.



The Directors strongly believe that this disposal will bring both improved focus
and added value to both businesses. In order to refine the Company's ongoing
brand focus, future product acquisitions must:



  * be a medical device (no pharmaceutical or no biotech investments);
  * have an estimated addressable market of at least $500m world wide;
  * be no more than 18 months to market; and
  * give HCEG an option to acquire or control the company





Stuart Bruck, Executive Chairman, Healthcare Enterprise Group PLC, commented:



"We are extremely excited by the continued pace of growth of our company.  The
acquisitions of ATA and Link Portfolio give us a solid platform from which to
win the Asian markets. We will also merge our Japanese office into this
business.  The addition of Fertiloscopy is a major boost to our portfolio.



"We believe the spin out of Ventures will be welcomed by our investors as we
focus on driving the business to keep us on course to meet our financial
objectives through 2007/08."





                                                             23 September 2005



Enquiries:

Healthcare Enterprise Group PLC                      020 7351 7500
Stuart Bruck - Executive Chairman
Gordon A Wood - Group Chief Executive
John Bradshaw - Group Finance Director

College Hill
Corinna Dorward / Adrian Duffield                    020 7457 2020







                      Healthcare Enterprise Group PLC

HCEG is quoted on the UK AIM stock market with its head office in London.   HCEG
is a business engaged in medical product distribution, occupational health,
first aid and medical consultancy markets.  These businesses underpin a range of
innovative medical devices, which will be introduced to the market via HCEG's
own distribution network on an international basis.












                      This information is provided by RNS
            The company news service from the London Stock Exchange
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