AMRI (NASDAQ: AMRI) today announced the acquisition of Excelsyn Ltd., a
well recognized leader in providing chemical development and
manufacturing services to the pharmaceutical industry in Europe. Located
in Holywell, North Wales, UK, Excelsyn has 60 employees and generated
revenue of $15 million in 2009.
Excelsyn provides development and large scale manufacturing services to
large pharmaceutical, specialty pharmaceutical and biotechnology
customers throughout Europe, Asia and North America. Manufacturing
services include pre-clinical and Phase I – III product development as
well as commercial manufacturing services for approved products. The
24/7 operation is focused on providing rapid response solutions using an
innovative model for accelerated product changeovers in the plant.
The acquisition of Excelsyn expands AMRI’s portfolio of development and
large scale manufacturing facilities as well as its customer portfolio,
with little overlap of customers between the two companies. The
proximity of Excelsyn’s business to European customers has been an
important factor in these customers’ decisions to award business to
Excelsyn.
Under the terms of the agreement, AMRI has purchased all of the
outstanding shares of Excelsyn for approximately $19 million in cash.
Besides gaining an expanded presence in Europe and the U.K., AMRI gains
a significant cost competitive option for conducting
development/manufacturing work, particularly in the production of
chemical intermediates.
The 14-acre site is located approximately 60 miles outside of
Manchester, England and contains Kilo lab, pilot plant and large scale
manufacturing capabilities.
AMRI Chairman and CEO Thomas E. D’Ambra, Ph.D. said, "The acquisition of
Excelsyn further builds out AMRI’s global continuum spanning the U.S.,
Asia and Europe, and is a significant milestone in its strategy to
continue to expand our services platform and global footprint. AMRI
remains committed to generating significant value from this segment of
our business. We believe this acquisition will increase our ability to
penetrate a market space relatively untapped to date, including
customers in large pharma based in Europe. This acquisition also
enhances our ability to offer lower cost solutions at a time when cost
has been become a major factor in outsourcing decisions being made,
particularly in the large pharmaceutical sector.”
"We are pleased to add these scientific and technical capabilities and
talent to our menu of chemical development and manufacturing services,”
said Dr. Steve Hagen, AMRI Vice President of Pharmaceutical Development
and Manufacturing. "Besides gaining a number of established customer
relationships, we anticipate greater success in increasing our current
European customer base by being able to perform work in close proximity
to companies previously reluctant to work with a long distance
provider.” Dr. Hagen continued, "We anticipate the time to transition to
be minimal given the close alignment of company cultures, with a focus
on the highest quality, customer service and commitment to excellence.
We are excited to have this organization become part of the AMRI family.”
Excelsyn CEO Ian Shott said, "We are excited to be joining the AMRI
team. The similarities in both operations and company cultures create an
even more compelling reason for our customers to continue to partner
with the combined organization as their outsourcing provider of choice.
We will continue to provide the high quality services and products
Excelsyn has built its reputation on, and we can now offer the expanded
technologies, locations and cost structures that make AMRI the leader in
the provision of integrated contract outsourcing.”
The acquired Excelsyn site will be managed by Dr. David Rowles as
General Manager, Holywell Operations, who will report to Dr. Hagen. Dr.
Rowles has been Chief Operating Officer at the site since it became
Excelsyn in 2004. Mr. Shott has accepted a consulting relationship and
will continue to assist with customer relationships for the U.K. site
and also work with AMRI’s business development team to build further
relationships for all of AMRI’s locations with potential customers in
Europe.
Peroxident Ltd. acted as financial advisor to AMRI.
About AMRI
Founded in 1991, Albany Molecular Research, Inc. provides scientific
services, products and technologies focused on improving the quality of
life. AMRI works on drug discovery and development projects and conducts
manufacturing of active ingredients and pharmaceutical intermediates for
many of the world’s leading healthcare companies. As an additional value
added service to its customers, the company is also investing in R&D in
order to expand its contract services and to identify novel early stage
drug candidates with the goal to outlicense to a strategic partner. With
locations in the U.S., Europe, and Asia, AMRI provides customers with a
wide range of services, technologies and cost models.
About Excelsyn
Excelsyn Molecular Development excels at providing a broad range of cost
effective process research and development chemistry services and
niche-scale manufacturing for pharmaceutical intermediates and APIs.
Located on a single site near Holywell, North Wales (U.K.), Excelsyn’s
facilities include laboratory and cGMP Kilo scales, transitioning to
pilot plant and niche-scale production plant assets. Clients range from
global pharmaceutical companies to virtual biotechnology businesses.
Forward-looking Statements
Statements in this press release that are not historical facts are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 that involve risks and uncertainties.
These statements may be identified by forward-looking words such as
"may," "could," "should," "would," "will," "intend," "expect,"
"anticipate," "believe" and "continue" or similar words and include,
without limitation, statements by Dr. D’Ambra, Dr. Hagen, and Mr. Shott,
statements concerning the proposed acquisition, the terms and the timing
of the acquisition and statements concerning earnings per share and
costs. Readers should not place undue reliance on our forward-looking
statements. The company's actual results may differ materially from such
forward-looking statements as a result of numerous factors, some of
which the company may not be able to predict and may not be within the
company's control. Factors that could cause such differences include,
but are not limited to, the reaction of customers of the company and
Excelsyn to the acquisition; the company’s timing and ability to
successfully integrate Excelsyn’s operations (including migration of
Excelsyn to the company’s systems and controls) and employees; the
introduction of new services by competitors or the entry of new
competitors into the markets for the company’s and Excelsyn’s services;
the failure by the company to retain key employees of Excelsyn; failure
to further develop and successfully market Excelsyn service offerings;
failure to achieve anticipated revenues and earnings; costs related to
the acquisition; the company's ability to attract and retain experienced
scientists; trends in pharmaceutical and biotechnology companies
outsourcing of chemical research and development; the company's ability
to enforce its intellectual property and technology rights; the risks
posed by international operations to the company; and the company's
ability to effectively manage its growth, as well as those factors
discussed in the company's Annual Report on Form 10-K for the year ended
December 31, 2008 as filed with the Securities and Exchange Commission
on March 13, 2009 and the company's other SEC filings. The company does
not undertake any duty to and does not intend to update any
forward-looking statements contained in this press release after the
date of this press release.
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