Ciphergen Biosystems Announces Sale of BioSepra Process
Chromatography
Business to Pall Corporation Ciphergen and Pall Execute Collaboration Agreement
for Process Proteomics
FREMONT, Calif. and NEW YORK, Oct. 28 /PRNewswire-FirstCall/ -- Ciphergen
Biosystems, Inc. (NASDAQ:CIPH) and Pall Corporation (NYSE:PLL) announced today
that Pall has reached agreement with Ciphergen to acquire the BioSepra process
chromatography business from Ciphergen for a purchase price of approximately
$32 million, net of cash and debt. The transaction is expected to close within
45 days, subject to customary conditions of closing. In addition, the two
companies are entering into a collaboration for process proteomics, based on
the combination of Ciphergen's ProteinChip(R) technology and BioSepra's leading
chromatography products. Ciphergen will also retain certain limited rights to
access BioSepra's chromatography sorbent technology for manufacture, use and
sale in the research and diagnostic markets.
"We are extremely pleased to be acquiring the products, research and
development, and manufacturing capabilities of BioSepra," stated Eric Krasnoff,
Chairman and CEO of Pall. "Our goal is to provide total fluid management to our
customers in industrial protein purification. This purchase fulfills a key
strategic area for Pall. BioSepra has always had an excellent reputation for
the quality of its sorbents and the addition of their chromatography media to
our product offerings is highly complementary for our company." "The combination of Pall's filter products and our chromatography products
should be very beneficial to process customers and drive growth that is greater
than if we were working independently to serve these customers," commented
William E. Rich, President and CEO of Ciphergen. "We are also excited about
working with Pall and their customers to continue expansion of our pioneering
work in Process Proteomics in order to speed process development using our
ProteinChip Systems for protein purification and expression optimization and
process monitoring.
Meanwhile, this transaction allows us to focus more of our resources on
executing the opportunities inherent in our Diagnostics Division and Biosystems
Division." It is Pall's plan to establish Process Proteomics Service Centers modeled after
Ciphergen's existing Process Proteomics Service Centers. These centers will
assist customers in selecting and optimizing sorbents and membranes for the
purification of proteins used in the production of therapeutic proteins and
other bioprocess applications. These centers will also play a key role in
promoting Ciphergen's SELDI ProteinChip technology and products in process
development as well as Pall's membrane separation and other bioprocess
products. The combination of the two companies' product lines will enable Pall
to provide a single source solution to the market for protein bioprocess
separations.
A key innovation in the sales and marketing alliance is the application of
Ciphergen's patented SELDI ProteinChip technology in the design of industrial
protein separations. The combination of matched surface chemistries on
Ciphergen's ProteinChip(R) Array products and their corresponding BioSepra
separation sorbents enable the "beads and chips" to be used with the
ProteinChip System to greatly reduce development time and expense of downstream
purification process development. The same technology will also be used to
optimize protein expression monitoring, perform quality assurance tests, and to
monitor host cell contaminants in genetically engineered proteins.
Ciphergen will discuss this transaction during its 3rd quarter earnings
webcast, scheduled for November 2 at 8:00 a.m. Eastern Time. Webcast details
are available in the investor relations section of Ciphergen's website
(http://www.ciphergen.com/).
About Pall Corporation Pall Corporation is the leader in the rapidly growing fields of filtration,
separations and purification. Pall's business is organized around two broad
markets: Life Sciences and Industrial. The company provides leading-edge
products to meet the demanding needs of customers in biotechnology,
pharmaceuticals, transfusion medicine, semiconductors, municipal drinking
water, aerospace and broad industrial markets. Total revenues are $1.77
billion. The company headquarters are in East Hills, New York with operations
in about 40 countries. Visit Pall at http://www.pall.com/.
About Ciphergen Ciphergen's Biosystems Division develops, manufactures and
markets a family of ProteinChip(R) Systems and services for clinical, research,
and process proteomics applications, as well as a broad range of bioseparations
media for protein purification and large scale production. ProteinChip Systems
enable protein discovery, characterization, identification and assay
development to provide researchers with predictive, multi-marker assay
capabilities and a better understanding of biological function at the protein
level. Ciphergen's Diagnostics Division is dedicated to the discovery of
protein biomarkers and panels of biomarkers and their development into protein
molecular diagnostic tests that improve patient care; and to providing
collaborative R&D services through its Biomarker Discovery Center(R)
laboratories for biomarker discovery for new diagnostic tests as well as
pharmacoproteomic services for improved drug toxicology, efficacy and
theranostic assays. Additional information about Ciphergen can be found at
http://www.ciphergen.com/.
Safe Harbor Statement Note Regarding Forward-Looking Statements: For purposes of the Private
Securities Litigation Reform Act of 1995 (the "Act"), Ciphergen and Pall
disclaim any intent or obligation to update these forward-looking statements,
and claims the protection of the Safe Harbor for forward-looking statements
contained in the Act. Examples of such forward-looking statements include
statements regarding Ciphergen's plans to sell the BioSepra business to Pall,
the anticipated closing date, the benefits to process customers and others from
the Pall/Ciphergen sales and marketing collaboration and future growth that is
a result of the collaboration, use of ProteinChip technology for protein
purification optimization or to discover useful protein biomarkers that can act
as novel drug targets or disease markers, the potential development and
commercialization of clinical diagnostics that improve patient care, the
ability to provide services that lead to improved toxicology assays and
diagnostic assays, statements regarding Ciphergen's Diagnostics Division, the
manner in which Pall intends to utilize the BioSepra business and Process
Proteomics Service Centers. Actual results may differ materially from those
projected in such forward-looking statements due to various factors, including
the ability to close the proposed transaction, the ability of Pall and
Ciphergen work together to grow their sales in the process market, the
ProteinChip technology's ability to speed up process optimization or validate
and/or develop protein biomarkers as novel drug targets, diagnostic or
toxicology assays, and Ciphergen's ability to successfully commercialize such
tests. Investors should consult Ciphergen's filings with the Securities and
Exchange Commission, including its Form 10-Q dated August 10, 2004, and Pall's
filings with the Securities and Exchange Commission for further information
regarding these and other risks of two companies' businesses.
NOTE: Ciphergen, ProteinChip, Biomarker Discovery Center and BioSepra are
registered trademarks of Ciphergen Biosystems, Inc. DATASOURCE: Ciphergen Biosystems, Inc.
CONTACT: investors, Sue Carruthers of Ciphergen Biosystems, Inc., +1-510-505-2233 Web site: http://www.pall.com/ Web site: http://www.ciphergen.com/
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