Observe Medical completes acquisition of Biim Ultrasound and issues consideration shares
Oslo, 8 March 2022: Observe Medical ASA (OSE: OBSRV) (the "Company" or Observe Medical") is excited to announce the completion of the acquisition of Biim Ultrasound AS ("Biim Ultrasound"), an international medical ultrasound technology company, adding another innovative product that improves patient welfare and outcome and that promotes positive health economics to its portfolio. With this acquisition, Observe Medical also significantly strengthens and broadens its distribution network into the US.
This combined expansion of product range and distribution capacity are important steps towards delivering on Observe Medical’s ambition and strategy to commercialize and grow its Nordic-based platform on a global scale.
“We are strengthening the product portfolio and expanding our distribution network globally. The aim is to further increase the pace of the commercial roll-out of Sippi®, our automated digital urine meter in both Europe and the US and launch Biim on the European market through our network, in addition to the current US roll-out. For each of these two products, we see a potential NOK 500 million emerging market,” said Björn Larsson, CEO of Observe Medical.
Expanding in the US
Biim Ultrasound's product, the Biim probe ("Biim"), is a unique and patented, wireless and pocketable ultrasound probe that can scan patients and review images in seconds. The device has been designed to enhance healthcare personnel decision-making and improve patient outcomes.
Having received 510 (k) clearance from the US Food and Drug Administration (FDA) in 2018, Biim is currently being rolled out in the US through a partnership agreement with Fresenius Kidney Care, the leading provider of kidney care services in the US. As part of the agreement, Biim is intended to be used across hundreds of Fresenius' dialysis centers in the US. Moving forward, the Company plans to apply for a CE marking of Biim during 2022 to get access to the important European market.
This partnership and Biim Ultrasound's US network are expected to further drive the pace of the global commercial roll-out of Sippi®, Observe Medical's proprietary automated digital urine meter with biofilm control and wireless connectivity and to accelerate the current roll-out in Europe and drive an earlier US market entry. As previously communicated during the third quarter 2021 report, Observe Medical has strengthened the US patent protection for Sippi® and clarified the regulatory pathway into the US.
Strong support
The acquisition of Biim Ultrasound was settled with a combination of new shares in Observe Medical and cash provided through a fully underwritten rights issue. Proceeds from the issue will also be used for commercialization and growth initiatives for Sippi® and Biim, repayment of current interest-bearing debt and general corporate purposes.
“We are grateful for the strong support we have seen in this transaction from current and new investors, who share our ambitions. We have a strong and solid platform for growth, supported by organic expansion and targeted acquisitions, which will enable us to commercialize proprietary and innovative medtech products on a global scale,” said Björn Larsson.
“Observe Medical, and the team have come a long way since listing on Euronext Growth in 2019. Having completed the acquisition of Biim Ultrasound today, we now have two significant medtech products in our portfolio and a strong global network of partners. We are confident in the opportunities this deal will deliver for our stakeholders,” Larsson concludes.
Issuance of consideration shares
As partial settlement of the purchase price for the transaction, the board of directors of Observe Medical has today, on 8 March 2022, resolved to increase the Company's share capital with NOK 2,124,697.38 by issuance of 8,171,913 new shares in the Company to the sellers of Biim Ultrasound, each with a nominal value of NOK 0.26. The consideration shares were issued at a subscription price of NOK 16.52 per consideration share upon conversion of an account receivable of NOK 135,000,002.76. The share capital increase was resolved by the board of directors under the authorization to increase the company's share capital granted by the extraordinary general meeting held on 4 February 2022. To complete Observe Medical's obligations pursuant to the share purchase agreement for the acquisition of Biim Ultrasound, the preferential right of the existing shareholders was deviated from.
Following the issuance of the consideration shares by registration of the share capital increase with the Norwegian Register of Business Enterprises (Nw. Foretaksregisteret), the share capital of Observe Medical will be NOK 13,907,830.56, divided into 53,491,656 shares, each with a nominal value of NOK 0.26.
For further information, please contact:
Björn Larsson, CEO of Observe Medical
Mobile: +46 76 620 17 25
E-mail: [email protected]
Per Arne Nygård, CFO of Observe Medical
Mobile: +47 411 04 345
E-mail: [email protected]
About Observe Medical Observe Medical develops and markets and sells innovative hospital products that contribute to increased patient safety and a more efficient care system. The Company's ambition is to drive growth by leveraging its expertise in sales and commercialization of its broad portfolio of medical technology products, mainly in the areas of Urine measurement, Anesthesiology/ICUs, surgery and wound care, in combination with targeted M&A. The Company is headquartered in Oslo, Norway and its operations are based out of Gothenburg, Sweden. Observe Medical has a direct sale organization in the Nordics and a distributor network internationally.
Further information is available at www.observemedical.com
About Sippi®
Sippi® is Observe Medical's first proprietary product and is the only automated digital urine meter with the possibility for wireless data transfer to the hospital patient data management systems and hinders bacterial migration that can lead to urinary infections (SippCoat®). Sippi® is CE marked and is currently being rolled out with a focus on selected markets and hospitals in Europe. Enhanced distribution and market access, gathering of clinical evidence and experience from pilot users is emphasized in this phase.
About Biim Ultrasound
Biim Ultrasound is headquartered in Norway with subsidiaries in Finland and the USA. The Company's vision is to develop high quality, affordable point-of-care ultrasound imaging available to a broad range of trained medical professionals. The Company is committed to improving patient care and reducing healthcare costs by enabling faster and easier diagnostic ultrasound imaging. The Company's device, Biim, is a handheld, wireless, app-based ultrasound which puts the power of fast, flexible, cordless ultrasound in your hands. With the ability to scan patients and review images in seconds, it offers a practical and affordable way to enhance decision-making and help improve patient outcomes.
Further information is available at www.biimultrasound.com
