10/02/2009 - 13:54

Global Nickel to acquire medical firm

10/02/2009 - 13:54

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Subiaco-based Global Nickel Investments will branch out into the medical sector following a proposed deal to acquire Minomic International for around $6.4 million in cash and scrip.

Global Nickel to acquire medical firm

Subiaco-based Global Nickel Investments will branch out into the medical sector following a proposed deal to acquire Minomic International for around $6.4 million in cash and scrip.

Both companies have entered into a binding heads of agreement which will see GNI issue 80 million shares and 20 million options to acquire Minomic.

Minomic is a medical device company developing diagnostic products for type 2 diabetes and prostate cancer.

Additionally, GNI has agreed to raise a minimum of $2 million and three Minomic directors are expected to join Global's board shortly.

At GNI's last traded price of 5.5 cents, the deal is valued at $6.4 million.

GNI managing director Benjamin Cooper said the proposed transaction will drive shareholder wealth in the medium and long term.

"The acquisition is particularly significant as Minomic's business operates in a global and relatively recession-proof market," he said.

The deal is subject to satisfactory completion of due diligence and the receipt of necessary regulatory and shareholder approvals.

A shareholders meeting is expected to be held in early May.

 

 

The announcement is below:

 

 

The Directors of Global Nickel Investments Limited ("GNI" or "the Company") are pleased to announce that the Company has entered into a binding Heads of Agreement ("Agreement") with Minomic International Limited
("Minomic"), to acquire the business of Minomic.

Minomic is a medical device company developing two principal diagnostic products - namely, a diagnostic for
Type 2 Diabetes and a diagnostic for Prostate Cancer. Minomic has an impressive research and development
division centred on diagnostic commercialisation including Dr Brad Walsh, who has 25 years experience in the
biotechnology business and has enjoyed a varied career commercialising Immunoassay Kits and Proteomics
Technologies and consumables as well as bioinformatics software, and Prof. Pam Russell, who is conjoint
professor at the Department of Medicine at the Prince of Wales Clinical School and the School of Medical
Sciences. Both products are urine or plasma based tests and, if successful, will offer significant advantages over
the dominant, more invasive screening methods currently used for detecting each disease. Successful completion
of the trial process will lead to significant commercial opportunities, as the technology has the potential for rapid
product range extension in diseases where traditional tests are limited or inadequate.

The GNI Directors consider that the proposed transaction will drive shareholder wealth in the medium and long term and is pleased to have secured this opportunity for the Company and its shareholders.

"The acquisition of Minomic International Limited has the potential to lead to significant earnings in the medium and long term, as Minomic has a renown scientific team and its key diagnostic products are both at medium to late stage of development", Managing Director Benjamin H Cooper said. He added that "the acquisition is particularly significant as Minomic's business operates in a global and relatively recessionproof market".

The Agreement is subject to and conditional on:

1. all necessary Shareholder and regulatory approvals being obtained by GNI and Minomic;

2. the parties entering into a formal agreement; and

3. satisfactory due diligence enquiries by GNI and Minomic, in connection with the transactions contemplated by the Agreement by no later than 31 December 2009. In particular, if required by ASX GNI will comply with the requirements of Chapters 1 and 2 of the Listing Rules, in which case trading will be suspended following Shareholder approval being obtained until the requirements of Chapters 1 and 2 of the Listing Rules have been met.

Pursuant to the Agreement:

1. GNI will acquire the business of Minomic in consideration for the issue of 80,000,000 Shares and 20,000,000 Options in GNI on terms and conditions to be determined.

2. GNI will raise not less than $2,000,000, by way of the issue of a Prospectus.

3. Three directors of Minomic will join the board of GNI shortly.

The Agreement contains other provisions considered standard in an agreement of this type.

A significant amount of additional information will be provided to Shareholders regarding Minomic and the terms of the proposed transactions by way of the Notice of Meeting and accompanying Explanatory Statement convening the necessary Shareholders' meeting, including the risks associated with the proposed transactions.

GNI intends to convene a Shareholders' meeting in early May 2009 to consider the proposed transactions and if the transactions are approved, will seek to comply with any additional regulatory approvals immediately following the meeting.

STANDING BY BUSINESS. TRUSTED BY BUSINESS.

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