Heidelberg, Germany and Cambridge, UK – SYGNIS AG (Frankfurt: LIO1; ISIN: DE000A1RFM03; Prime Standard), today announced the launch of a private placement of up to 4.74 million new shares to institutional investors in Europe. The price per share is set to EUR 1.40, based on a weighted average XETRA closing price of the Sygnis AG shares of the last ten trading days. The new shares will be issued excluding pre-emptive rights. Book building will commence immediately. It is anticipated that books will close tomorrow, although the bookrunners reserve the right to close the books at any time.

SYGNIS plans to use the proceeds from the transaction for the acquisition of the Australian research reagents company, TGR Biosciences (“Target”). The Target offers a strong complementary technology portfolio, with patented best-in-class technology in protein capture. In addition, the Target provides a Blue-Chip OEM customer base.

The Target company is profitable and was growing with a 3-year revenue CAGR of 23%. At closing of the deal, trailing 12-month sales of the Target is expected to amount to about EUR 3.6 million, with an EBITDA of approximately 40%, generating an operating cash flow of EUR 1.3 million.

Dr. Heikki Lanckriet, CEO and CSO of Sygnis AG commented: “We are very excited about this acquisition, as this will add immediately to our top and bottom line. We are not only strengthening our technology portfolio and our customer base, but this will significantly increase our business scale and our visibility in the market.”

SYGNIS AG has reached agreement with the current majority shareholders of the target company, representing 78% of the total voting rights. The acquisition of the Target was priced at a value of EUR 10.4 million. This comprises EUR 6.5 million cash payment due upon closing, EUR 1.3 million cash payment due one year after completion, and a performance related earnout of up to AUD 3 million after 1 and 2 years or (fully or partial instead of a cash earn out) a convertible bond with a nominal amount of up to AUD 5 million convertible in shares at a price of EUR 1.50; the target has cash balances of EUR 0.65 million. Minority investors of the Target will be invited to join the transaction by latest March 28 at the set valuation.

The combined companies will benefit from increased sales through direct sales channels, cross selling synergies with existing customer bases and will leverage SYGNIS’ marketing capabilities. As part of the ‘Grow, buy and build strategy’, the Target with its strongly complementary technology and R&D facilities will be fully integrated into the SYGNIS Group and will trade its products under the Expedeon brand. The acquisition will increase SYGNIS’ business scale and will drive future cash generation and strengthen EBITDA of the combined entity.

Acquisitions continue to make a major contribution to SYGNIS’ year on year revenue growth. In 2017, SYGNIS expects a revenue of EUR 7.8 million (unaudited) (2016: EUR 1.8 million). Alongside this, the organic growth, a cornerstone of the ‘grow, buy, build strategy’, continued apace with year on year like for like growth of 24%, underpinned by our strong sales and marketing team.

MC Services AG, KSAM and GBC Kapital GmbH are acting as joint bookrunners.