Alltracel to acquire German oral care company

Alltracel Pharmaceuticals, a UK-based healthcare group, has revealed it is in an advanced stage of negotiations to acquire Synpart, a German-headquartered oral care and sports bandages company

The negotiations so far reveal that Alltracel will acquire Synpart for EUR 6.3m. The initial consideration of EUR 5.3m will be met through a cash payment of EUR 3.3m and, following the acquisition, the issuance to the vendors of 10 per cent of ordinary shares in Westone, Alltracel's existing oral care subsidiary.

The cash consideration, together with additional working capital, will be met by a conditional cash placing to raise EUR 2.4m before expenses and by enlarging existing debt facilities from Bank of Scotland by EUR 3.1m.

On completion, Alltracel will issue 12,920,000 ordinary shares of EUR 0.0125 each in the share capital at a price of GBP 0.125 per ordinary share pursuant to the placing. A further cash payment of up to a maximum of EUR 1m will become payable to Synpart, subject to certain performance criteria, on the first anniversary of completion of the acquisition.

The acquisition should complete by 31 August 2007.

Synpart operates in Germany, Austria and Switzerland and has invested in technology and in particular in product design and has built a suite of patents and patent applications in the area of dental and oral care. Synpart also has a strong sourcing network in India.

FY06 turnover at Synpart was EUR 13.2m, with an EBITDA of EUR 1.2m and a pre-tax profit of EUR 468,000. Net assets were EUR 503,000.

Alltracel says that the acquisition of Synpart will secure leadership of the EU private label specialist Oral Care supply and wound management markets.