Vitrolife completes the acquisition of Igenomix and carries out a non-cash consideration issue

Rhea-AI Summary

Vitrolife AB has completed the acquisition of 100% of Igenomix S.L., following regulatory approvals. The deal includes a non-cash consideration issue that increases the total number of shares from 118,195,878 to 135,447,190, resulting in a dilution of approximately 13%. For the period from January 1 to September 30, 2021, Igenomix generated revenues of EUR 91.4 million, with an adjusted EBITDA of EUR 23.3 million. The integration of Igenomix will be effective from December 1, 2021, postponing the 2021 report on operations to February 16, 2022.

Positive

• Igenomix generated EUR 91.4 million in revenue for the nine months ending September 30, 2021.
• Adjusted EBITDA for Igenomix for the same period was EUR 23.3 million.
• Acquisition expected to enhance Vitrolife's market position and revenue growth potential.

Negative

• Non-cash consideration results in a share dilution of approximately 13%.

GÖTEBORG, Sweden, Nov. 30, 2021 /PRNewswire/ -- On July 8, 2021, Vitrolife AB (publ) ("Vitrolife") entered into a definitive agreement to acquire 100% of the shares in Igenomix S.L.^[1] ("Igenomix") from EQT and other shareholders (the "Transaction"). The conditions for the Transaction, including regulatory approvals such as merger control clearances, have been fulfilled and the acquisition of Igenomix is consequently completed.

The Extraordinary General Meeting resolved on October 20, 2021 to approve the non-cash consideration issue in accordance with the Board's proposal. The Extraordinary General Meeting revolved to issue in total 17,251,312 new shares. As a result of the consideration issue the total number of shares in Vitrolife has increased from 118,195,878 to 135,447,190. The consideration issue entails a dilution of approximately 13 percent. In accordance with the resolution at the Extraordinary General Meeting, Vesa Koskinen will become a board member of Vitrolife AB.

Igenomix will be consolidated into Vitrolife's financial statements as of December 1, 2021. To facilitate the consolidation, the report on operations 2021 will be postponed to February 16, 2022.

During the period January 1, 2021 – September 30, 2021, Igenomix revenue amounted to EUR 91.4 million (EUR 79.5 million excluding covid-19 related revenue). Adjusted EBITDA[2] during that period amounted to EUR 23.3 million.

For more information about the transaction, please refer to Vitrolife's press release dated July 8, 2021. For more information about Igenomix, see www.igenomix.com.

Gothenburg, November 30, 2021
VITROLIFE AB (publ)
Thomas Axelsson, CEO

^[1] Mendel HoldCo S.L. and New Genetics S.L.

^[2] Adjustments include transaction costs of EUR 9.9 million and other non-recurring costs of EUR 1.6 million.

CONTACT:

Queries should be addressed to:
Thomas Axelsson, CEO, tel 46 31 721 80 01
Mikael Engblom, CFO, tel 46 31 721 80 14

This information is information that Vitrolife AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 7.10 pm CET on November 30, 2021.

This is a translation of the Swedish version of the press release. When in doubt, the Swedish wording prevails.

This information was brought to you by Cision http://news.cision.com

https://news.cision.com/vitrolife-ab--publ-/r/vitrolife-completes-the-acquisition-of-igenomix-and-carries-out-a-non-cash-consideration-issue,c3463719

The following files are available for download:

https://mb.cision.com/Main/1031/3463719/1503817.pdf

Igenomix

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SOURCE Vitrolife AB (publ)

FAQ

What is the significance of Vitrolife's acquisition of Igenomix?

The acquisition is expected to strengthen Vitrolife's market position and increase revenue, as Igenomix reported EUR 91.4 million in revenue for 2021.

When was the acquisition of Igenomix completed?

The acquisition was completed on November 30, 2021, after fulfilling the required regulatory approvals.

How will the acquisition affect Vitrolife's shares?

The acquisition led to a non-cash consideration issue that increased the total number of shares by 17,251,312, resulting in a dilution of about 13%.

What financial metrics did Igenomix achieve prior to the acquisition?

For the period from January 1 to September 30, 2021, Igenomix generated EUR 91.4 million in revenue and had an adjusted EBITDA of EUR 23.3 million.

When will Igenomix be consolidated into Vitrolife's financial statements?

Igenomix will be consolidated into Vitrolife's financial statements starting December 1, 2021.