Union MedTech to acquire leading advanced robotic exoskeleton technology and raise new finance
Union MedTech Plc (UMTP), the ISDX Growth Market company focused on medical technology, today announces that it has entered into an agreement with Rex Bionics Limited (RBL) (the "Agreement"), a privately-owned technology leader in the design and development of robotic exoskeletons for people with major mobility impairment, to acquire the entire share capital of RBL in exchange for new shares in Union MedTech (the "Acquisition").
RBL has developed and is currently beginning to commercialise REX, believed to be the world's first and only self-supporting, independently controlled robotic exoskeleton that enables a person with a major mobility impairment to stand up and walk unassisted without the use of crutches.
Following the Acquisition, Union MedTech plans to fund the launch and accelerated international commercialisation of REX 2, a rapidly adjustable exoskeleton device for use by multiple users in rehabilitation clinics, as well as continuing the commercialisation of REX 1, a first generation, fully-customised exoskeleton for personal use in the home and workplace.
Led by the founding developer Richard Little, RBL's team of robotics technology experts in Auckland, New Zealand, will remain with the company and will continue to focus on the development and commercialisation of the REX technology. It is intended that Richard Little will join the Board of Union MedTech following the Acquisition and that Union MedTech will change its name to Rex Bionics plc.
RBL's unaudited accounts for the year to 31 March 2013 show a net loss of NZ$2.77 million on turnover of NZ$0.78 million. Since May 2013, RBL has sold a total of eight REX 2 units to rehabilitation clinics and research hospitals in the US, Europe and Asia.
Commenting on the Acquisition, Jeremy Curnock Cook, Chief Executive Officer of Union MedTech, said: "The acquisition of Rex Bionics is an excellent opportunity for Union MedTech to provide its financial, operational and commercial capabilities and expertise to support a high quality, under-resourced company in realising its full potential and value as an innovative medical technology company. We have assessed multiple investment opportunities and were highly impressed by the RBL team and the calibre of the REX technology, a reflection of New Zealand's entrepreneurial spirit and engineering expertise.
"In our view, REX offers medical, psychosocial and functional benefits that could transform the lives of many wheelchair users around the world, combined with the potential to generate significant cost-savings for healthcare providers globally."
The Agreement provides for the acquisition of 100% of the issued share capital of RBL in exchange for approximately 761 million shares in Union MedTech, issued at a price of 1.25 pence per share, valuing RBL at around £9.5 million, subject to adjustment. A sale and purchase agreement, which is conditional on, among other matters, the withdrawal of the Company's listing from the ISDX Growth Market and its admission to trading on AIM in line with its previously stated strategy, and the raising by the Company of sufficient additional equity finance (which requires the approval of the Company's shareholders) to enable the Acquisition to proceed and for further development of the Rex technology (the "Financing"), was entered into on 17 October 2013. Subject to relevant shareholder approvals, it is the Company's intention to withdraw its existing Ordinary Shares from trading on the ISDX Growth Market and apply for its shares to be admitted to trading on AIM as soon as practically possible.
As the Acquisition would constitute a Reverse Takeover under the ISDX rules and is therefore conditional on the approval of the Company's shareholders at a general meeting, Union MedTech has requested that trading in its shares on the ISDX market be suspended pending a further announcement. Such an announcement will be made as soon as practicable.
It is the Company's intention to convene a shareholders' meeting to approve the matters set out in this announcement as soon as practicable. The circular, which will be sent to shareholders together with the notice of this meeting, will contain, among other matters, further details of the Acquisition and the Financing.