Acquisition
April 18 2006 - 2:00AM
UK Regulatory
YM BioSciences to acquire Eximias Pharmaceutical Corporation
- U.S. based Eximias to become a wholly-owned subsidiary of YM -
MISSISSAUGA, ON, April 13 /CNW/ - YM BioSciences Inc. (AMEX:YMI, TSX:YM,
AIM:YMBA), the cancer product development company, today announced it has
entered into a definitive agreement to acquire Eximias Pharmaceutical
Corporation (Berwyn, Pennsylvania), a privately-held pharmaceutical company
engaged in the acquisition, development and commercialization of products for
the treatment of cancer and cancer-related disorders. Upon completion of the
transaction, Eximias will become a wholly-owned subsidiary of YM operating as
YM BioSciences USA Inc. and will serve as YM's base of operations in the
United States. Eximias employs a seasoned management team and has cash
resources in excess of $30M.
The merger consideration will consist of part-cash and part-common shares
of YM, with at least US$25 million of the merger consideration consisting of
YM common shares. The definitive agreement has been approved by the Boards of
Directors of both companies and by the stockholders of Eximias. Approval by YM
shareholders is not required. The transaction is expected to close in early
May 2006, subject to the satisfaction of certain closing conditions. In order
to maintain compliance with United States securities laws, communications
regarding the transaction must remain limited until closing, at which time
management intends to schedule a conference call with investors and analysts.
Upon completion of the transaction, Mr. David Allan will continue as
Chairman and CEO of YM BioSciences and several appointments will be made to
YM's Board of Directors and management team. Ms. Gail Schulze, currently
President and CEO of Eximias, will become President of YM BioSciences and CEO
of YM BioSciences USA Inc., as well as a Director of YM. Ms. Schulze has more
than 25 years of pharmaceutical industry experience. Dr. James Barrett,
currently a member of the Eximias Board of Directors, will become a Director
of YM. The other eight members of YM's Board of Directors will continue to
serve in their current capacity.
The current management team of YM BioSciences will remain in place and
expanded to include senior members of the Eximias management team in Clinical,
Regulatory, Marketing, Manufacturing and Corporate Development.
The YM common shares to be offered to Eximias stockholders pursuant to
the transactions have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "Act"), and may not be offered
or sold in the United States absent registration or an applicable exemption
from the registration requirements of the Act.
For further information: David Allan, CEO, YM BioSciences Inc., Tel:
(905) 629-9761; Gail Schulze, President and CEO, Eximias Pharmaceutical
Corporation, Tel: (610) 560-0665
(YMBA)
END
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