Bremen, October 21, 2008 - MeVis Medical Solutions AG [ISIN: DE000A0LBFE4] has today signed a contract with Siemens Aktiengesellschaft, under the terms of which the Hologic business is to be extracted from the two companies’ joint venture MeVis BreastCare GmbH & Co. KG and then acquired on a proportionate basis by MeVis Medical Solutions AG. The transaction is taking retroactive effect as of June 30, 2008 for the pur-poses of German tax and commercial law. However, today’s date is decisive for accounting in accordance with the International Accounting Standards as it is the date on which the contract was signed.
MeVis BreastCare GmbH & Co. KG is currently consolidated by MeVis Medical Solutions AG on a proportionate basis in accordance with its share of 51% and has previously constituted all of the Digital Mammography segment, which has so far been the MeVis Group’s main source of sales (first half of 2008: approx. 62%). Following its extraction from the joint venture, MeVis BreastCare’s Hologic business will now be consolidated in full (100%) by the MeVis Group.
The effects on the current financial year are moderate due to the late date of consolidation. However, the Executive Board projects revenues of approximately EUR 19 million and EBIT of approximately EUR 6.5 million for the financial year 2009, which include the effects of this acquisition.
The object of the transaction concerns the 49 percent share held by Siemens in the assets of the MeVis BreastCare GmbH & Co. KG joint venture attributable to the business with Hologic. Accordingly, all rights such as intellectual property, source codes etc. as well as all employees attributable to these business activities are being transferred. These assets also include cash and cash equivalents of around EUR 4 million.
The purchase price for the acquisition of the Hologic business has been set at a maximum of EUR 17.5 million and will be payable in several installments through 2015. The amount of these installments will be contingent on certain conditions being met. The purchase price to Siemens comprises a cash component payable in installments through 2012 - as well as the grant of license credits between 2010 and 2015.
Through these restructuring activities, the company is seeking to directly enhance its profitability and simultaneously achieve a stronger focus on the joint activities with its partners - Siemens and Hologic.