Aurora Biosciences and PanVera announce merger
PanVera, a developer of products and technologies for drug discovery, has produced hundreds of recombinant proteins for commercial sale, focusing on protein families that are of broad interest from a therapeutic perspective, such as nuclear receptors, protein kinases, and drug metabolizing enzymes.
Under the terms of the merger agreement, Aurora will acquire all of PanVera's outstanding common stock in a tax-free, stock for stock transaction, which will be accounted for using the pooling-of-interests method. PanVera stockholders will receive approximately 1.34 shares of Aurora common stock for each share of PanVera common stock. Aurora will issue a total of 1.9 million shares of Aurora common stock to the security holders of PanVera in the merger.
According to Stuart J.M. Collinson, Aurora's chairman, CEO, and president, the acquisition of PanVera by Aurora will extend its ability to provide innovative solutions for protein drug targets. In addition, this combination will establish a strong sales and marketing infrastructure to commercialize Aurora's proprietary bioassay technologies. PanVera's expertise in protein expression and purification will provide protein drug targets, an important component of the Big Biology program, Aurora's target-based drug discovery initiative.
"The combination of PanVera's protein production capabilities and Aurora's discovery platforms will enable us to more efficiently prosecute important drug targets," stated Paul A. Negulescu, senior vice president, discovery biology. "PanVera's protein science productivity addresses the growing need for functional proteins for structural proteomics. Aurora's ultra-high throughput screening system (UHTSS Platform) and our Big Biology initiative will also help unlock the value of PanVera's capabilities and assets."
"PanVera has built a thriving business on its recombinant protein and assay development capabilities, but we believe that critical mass and breadth of technologies are essential to achieve our full potential," stated Ralph Kauten, PanVera's chairman and president. "The merger of PanVera and Aurora creates a potent drug discovery engine that is poised to capitalize on post-genomic opportunities."
PanVera's customers include leading pharmaceutical, biotech, and academic institutions. PanVera's revenues have grown from $3.4 million in fiscal year 1996 to $11.4 million in the fiscal year 2000.
The merger has been unanimously approved by the board of directors of both companies. This transaction is subject to regulatory approvals, approval by PanVera stockholders and customary closing conditions, and is expected to close in the first quarter of 2001.
Aurora designs, develops, and commercializes advanced drug discovery technologies, services, and systems to accelerate the discovery of new medicines. Aurora's core technologies include proprietary fluorescence assay technologies, its functional genomics GenomeScreen program, its automated master compound store (AMCS), and its ultra-high-throughput screening system (UHTSS Platform) and subsystems to miniaturize and automate drug screening and profiling assays derived from those technologies.
PanVera, established in 1992, develops products and technologies that allow pharmaceutical companies to select and develop new drugs more rapidly and cost-effectively. In addition to recombinant proteins, PanVera provides CoreHTS fluorescence polarization-based assays for high-throughput screening, and contract services in protein manufacturing, assay development, and drug metabolite production.
Edited by Laura DeFrancesco
Managing Editor, Bioresearch Online
ldefrancesco@bioresearchonline.com
Source: Aurora Biosciences Corp.
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