Acorn Acquisition Corp Announces Definitive Agreement to Acquire Lumen Medical Inc.
October 04 2007 - 7:00AM
PR Newswire (US)
NEW YORK, Oct. 4 /PRNewswire-FirstCall/ -- Acorn Acquisition Corp.
(OTC:ACAQ) (BULLETIN BOARD: ACAQ) , a shell company, today
announced that it has reached a definitive agreement to acquire
Lumen Medical Inc., the owner of 51% of PulmoScience Inc., a
development stage biotechnology company that is developing a
non-invasive Molecular Imaging technique for the diagnosis of
Pulmonary Embolism, Pulmonary Hypertension and Lung Inflammatory
diseases under the trade name PulmoBind. Under the terms of the
agreement, Lumen Medical Inc. will merge with and into Acorn
Acquisition Corp. in consideration of the issuance of an aggregate
of 51,250,000 shares of Acorn common stock to the shareholders of
Lumen. Lumen is a privately held company that owns 51% of
PulmoScience Inc. and has an option to increase its percentage
ownership to 61% by the payment of a cash option exercise price of
$200,000. Lumen plans to exercise this option before the end of
2007. The remaining equity of PulmoScience is shared between
Innovacor (a subsidiary of the Montreal Heart Institute) and Dr.
Jocelyn Dupuis (the originator of the PulmoBind Molecular Imaging
technology). PulmoBind uses an intravenously delivered radionuclide
tagged molecule which specifically bonds to the inner walls of the
circulatory system in the lungs, and by the use of an external
Gamma Camera allows an image of the integrity of the blood vessels
throughout the lungs to be seen by a diagnostic clinician.
PulmoScience is currently two thirds of the way through Regulatory
Approval for Phase I Human Trials, and while subsequent results
from additional tests might not corroborate the current results,
PulmoScience believes that PulmoBind has the potential to dominate
the market for the diagnosis of Pulmonary Embolism. In particular,
this belief is driven by PulmoScience's expectations of the
improved safety and efficacy that PulmoBind will offer when
compared to the current incumbent nuclear medicine based technology
for the diagnosis of Pulmonary Embolism. In addition, early
indications are that PulmoBind could be highly effective in the
early stage diagnosis of Pulmonary Hypertension, a condition for
which there is no current front line diagnostic test. The
addressable market for the product candidates being developed by
PulmoScience is believed by the company to be worth $500 million
per annum. Alain U. Vetterli, Chairman and Chief Executive Officer
of Acorn Acquisition Corp. stated, "This strategic acquisition is
an important catalyst for transforming Acorn from a shell company
into a medical diagnostic company with excellent prospects of
achieving pre-market regulatory approval in Canada during the first
half of 2008 and in other markets during the second half of 2008."
"PulmoBind has the potential to dominate the market for diagnosis
of Pulmonary Embolism," Vetterli continued. "We are excited by the
prospective commercial success which this transaction can achieve
for Acorn and its stockholders." "Acorn's public company status
permits Lumen to continue financing the development and
commercialization of the PulmoBind technology and will enable
Lumen's stockholders to achieve liquidity," said Garry McCann,
President and Chief Executive Officer of Lumen. "If and when
PulmoBind achieves pre-market approval and Acorn begins to market
its product candidates, we hope that Acorn will be accorded a
market valuation commensurate with that of a successful medical
diagnostic company." The transaction is expected to close within
six months, and completion of the transaction is subject to certain
closing conditions. Following the closing of the transaction,
PulmoScience will operate as a 51% (or 61%) subsidiary of Acorn
Acquisition Corp. About PulmoScience Inc. PulmoScience Inc. was
formed in 2006 and is an early stage development company dedicated
to the development of a new methodology for the diagnosis of
disorders of the pulmonary circulation such as Pulmonary Embolism,
Pulmonary Hypertension and Lung Inflammatory diseases. The company
was spun out of the Montreal Heart Institute (a world renowned
teaching hospital) and is jointly owned by Lumen Medical Inc which
is providing the funding to develop this exciting new technology
and bring it to the marketplace, the scientific director and
initiator of the PulmoBind Molecular Imaging technology (Dr Jocelyn
Dupuis), and Innovacor (a subsidiary of the Montreal Heart
Institute). PulmoScience believes that the market for its product
candidates is worth $500 million per annum and that provided
Regulatory Approval is achieved, the safety and efficacy of its
products could allow it to dominate that market. About Acorn
Acquisition Corp. Acorn Acquisition Corp. was established in 1980
and since 2004 has been traded on the OTC Bulletin Board. Whilst
until recently an entity whose shares rarely traded, the Company
has maintained its listing, always ensuring timely presentation of
periodic filings with the Securities and Exchange Commission. The
aim of the Directors was always to utilize Acorn's public company
status to acquire a valuable privately or publicly traded business,
to thus increase share holder value and subsequently provide a
profitable trading activity within a known and targeted industry
field. The Company believes that the proposed Merger will achieve
these goals. About Lumen Medical Inc. Lumen Medical Inc. is a
venture capital company specializing in medical research,
development and marketing. The Company's staff brings together a
combination extensive business experience and academic credentials.
The principal staff members are noted performers in small and large
firms and work with a broad range of investment institutions.
Lumen's mission is to bring scientific imagination and drive,
together with managerial and financial acumen, innovative and
profitable products to the marketplace to the benefit of all stock
holders. Safe Harbor Statement In addition to historical facts or
statements of current condition, this press release contains
forward-looking statements within the meaning of the "Safe Harbor"
provisions of The Private Securities Litigation Reform Act of 1995,
including statements regarding Acorn Acquisition Corp.'s definitive
agreement to acquire Lumen Medical Inc. Forward-looking statements
provide Acorn Acquisition Corp.'s current expectations or forecasts
of future events. Actual events could differ materially from those
reflected in these forward- looking statements, such as if Acorn
Acquisition Corp. does not effect the acquisition transaction on or
around the stated closure date or if PulmoBind does not achieve
pre-market approval at the time stated. Given these risks and
uncertainties, any or all of these forward-looking statements may
prove to be incorrect. Therefore, you should not rely on any such
factors or forward- looking statements. Acorn Acquisition Corp.
undertakes no obligation to update publicly any forward-looking
statement. DATASOURCE: Acorn Acquisition Corp. CONTACT: Peter B.
Hirshfield, Esq. of Hirshfield Law, +1-646-827-9362, for Acorn
Acquisition Corp. Web site: http://www.hirshfieldlaw.com/
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