|By Marketwired .||
|January 13, 2014 10:15 AM EST||
ORLANDO, FL and CHICAGO, IL -- (Marketwired) -- 01/13/14 -- MEDITE Group, a leading developer of innovative, high-quality equipment and supplies for the cancer diagnostic segments of histology, pathology and cytology headquartered in Orlando, Florida, today announced that it has signed a definitive purchase agreement to be acquired by Chicago-based CytoCore, Inc. (OTCBB: CYOE), a late development stage bio molecular diagnostics company engaged in the design, development, and commercialization of cost-effective sample collection, clinical laboratory assay and instrument systems for the early detection and classification of cancer and for the assessment of the risk for cancer progression. The purchase agreement has been approved by the Board of Directors of both companies and is subject to standard and customary closing conditions and deliveries. The transaction is currently expected to close by March 15, 2014.
Under the terms of the purchase agreement, the shareholders of MEDITE will exchange all of the issued and outstanding capital stock of MEDITE in exchange for CytoCore common stock representing approximate 80% of CytoCore's issued and outstanding common stock. The new demands being placed on labs resulting from the passage of the Affordable Care Act, and the 1.6 million new cancer cases (2012) in the U.S., the combined company will leverage its expertise to continue developing new cancer diagnostic tools to improve early detection of these cancers.
"The combination of CytoCore and MEDITE creates a global force in the cytology and histology markets with the opportunity to create significant benefits for our customers and growth for our shareholders," said Michaela Ott, co-President of MEDITE. "Over the past few months, MEDITE has achieved several milestones accelerating our expansion in the U.S. markets with a number of industry leaders, while opening up new channels into China to deliver its equipment to standardize the workflow process in histology labs for digital pathology control solutions. This expanded global market presence is expected to benefit CytoCore's unique bio molecular marker product pipeline. We believe that the combined business will be well positioned to generate 50% annual revenue growth and increasing profitability for the foreseeable future."
Based on currently available information, MEDITE expects revenue of approximately $9.5 million and a profit for the full year ended December 31, 2013. MEDITE has consistently generated positive net income under the current management team, which assumed control in 2006.
"MEDITE and CytoCore are well positioned to emerge as a rapidly growing disruptive force in the multi-billion dollar global histology and cytology systems marketplace. We will immediately have a pipeline of proprietary products including high margin stains, biomarkers and consumable products, plus the partnerships and customer relationships in place to deliver these products to market. Access to the U.S. capital markets will provide us with the resources to continue to expand our business and growth prospects, while executing on our long term business plan," added Ott.
Robert McCullough, Jr, Chief Executive Officer and CFO of CytoCore, commented, "This combination positions CytoCore to benefit from MEDITE's existing business momentum and growth potential, while providing resources to commercialize the biomolecular technologies and products we have developed. We have been impressed with the quality and reliability of MEDITE's products, and in the coming quarters we anticipate transitioning several exciting products developed by CytoCore to commercial availability, further capitalizing on MEDITE's business momentum."
Upon completion of the acquisition, Michaela Ott will serve as Chief Executive Officer of the combined company, Michael Ott, currently co-President of MEDITE, will serve as President and Chief Operating Officer, and Robert McCullough, Jr. will continue to serve as Chief Financial Officer. The Company will be headquartered in Orlando, FL.
The Holding MEDITE Enterprise Inc., Orlando, wholly-own Medite GmbH, a Germany-based Company with its subsidiaries CytoGlobe GmbH (Liquid-Based-Cytology Products, Germany), Medite GmbH (Distributor, Austria), Medite Inc. (Distributor, Americas). Since 1978, MEDITE® Group has specialized on the development, manufacture and distribution of medical laboratory automation equipment and supplies for pathology, histology and cytology. For these fields, the Company offers a complete range of devices and consumables. MEDITE Group currently sells into 70 countries and is the market leader in Germany. Through CytoGlobe, a wholly owned subsidiary, MEDITE offers a full range of products for Cytology labs, specifically liquid based cytology cancer screening supplies and instruments. Additional information on MEDITE's products and services can be found at www.medite-group.com.
About CytoCore, Inc.
CytoCore®, Inc. is a biomolecular diagnostics company engaged in the design, development, and commercialization of cost-effective cancer screening systems and Biomarkers to assist in the early detection of cancer. CytoCore® is currently focused on the design, development, and marketing of its CytoCore Solutions System and related image analysis platform. The CytoCore Solutions System and associated products are intended to detect, classify and assess the risk of progression of cancer and cancer-related diseases, and may be used in a laboratory, clinic, or doctor's office. Recently developed cancer bio markers are in preparation for a clinical study.
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding future operating performance, events, trends and plans. All statements other than statements of historical fact contained herein, including, without limitation, statements regarding our future financial position, business strategy, budgets, projected revenues and costs, and plans and objectives of management for future operations, are forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expects," "intends," "plans," "projects," "estimates," "anticipates," or "believes" or the negative thereof or any variation thereon or similar terminology or expressions. We have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are not guarantees and are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause our actual results to differ from our expectations, include but are not limited to, MEDITE's ability following the acquisition to maintain and grow its revenues, our ability to integrate MEDITE's operations with our historic operations, the effect that the acquisition will have on MEDITE's existing customers and employees as well as those risk factors that apply to our operations as disclosed in Item 1A of our Report on Form 10-K for the year ended December 31, 2012 and other filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on our forward-looking statements, as they speak only as of the date made. Such statements are not guarantees of future performance or events and we undertake no obligation to disclose any revision to these forward-looking statements to reflect events or circumstances occurring after the date hereof.
How will your company move to the cloud while ensuring a solid security posture? Organizations from small to large are increasingly adopting cloud solutions to deliver essential business services at a much lower cost. According to cyber security experts, the frequency and severity of cyber-attacks are on the rise, causing alarm to businesses and customers across a variety of industries. To defend against exploits like these, a company must adopt a comprehensive security defense strategy that is ...
May. 28, 2016 12:00 PM EDT Reads: 516
SYS-CON Events announced today that ContentMX, the marketing technology and services company with a singular mission to increase engagement and drive more conversations for enterprise, channel and SMB technology marketers, has been named “Sponsor & Exhibitor Lounge Sponsor” of SYS-CON's 18th Cloud Expo, which will take place on June 7-9, 2016, at the Javits Center in New York City, New York. “CloudExpo is a great opportunity to start a conversation with new prospects, but what happens after the...
May. 28, 2016 11:15 AM EDT Reads: 1,197
SYS-CON Events announced today the How to Create Angular 2 Clients for the Cloud Workshop, being held June 7, 2016, in conjunction with 18th Cloud Expo | @ThingsExpo, at the Javits Center in New York, NY. Angular 2 is a complete re-write of the popular framework AngularJS. Programming in Angular 2 is greatly simplified. Now it’s a component-based well-performing framework. The immersive one-day workshop led by Yakov Fain, a Java Champion and a co-founder of the IT consultancy Farata Systems and...
May. 28, 2016 11:00 AM EDT Reads: 4,041
In his session at 18th Cloud Expo, Andrew Cole, Director of Solutions Engineering at Peak 10, will discuss how the newest technology advances are reducing the cost and complexity of traditional business continuity and disaster recovery solutions. Attendees will: Learn why having a full disaster recovery strategy is more important now than ever before Explore the key drivers of a successful disaster recovery solution Achieve measurable operational and business value from a disaster recovery ...
May. 28, 2016 11:00 AM EDT Reads: 1,406
Customer experience has become a competitive differentiator for companies, and it’s imperative that brands seamlessly connect the customer journey across all platforms. With the continued explosion of IoT, join us for a look at how to build a winning digital foundation in the connected era – today and in the future. In his session at @ThingsExpo, Chris Nguyen, Group Product Marketing Manager at Adobe, will discuss how to successfully leverage mobile, rapidly deploy content, capture real-time d...
May. 28, 2016 10:45 AM EDT Reads: 1,612
SYS-CON Events announced today that Hanu Software will exhibit at SYS-CON's 18th International Cloud Expo®, which will take place on June 7-9, 2016, at the Javits Center in New York City, NY. Leveraging best-in-class people, processes, and technologies, Hanu provides high-quality, high-value software development and business process outsourcing services to independent software vendors (ISVs) and enterprises.
May. 28, 2016 10:30 AM EDT Reads: 1,377
The cloud era has reached the stage where it is no longer a question of whether a company should migrate, but when. Enterprises have embraced the outsourcing of where their various applications are stored and who manages them, saving significant investment along the way. Plus, the cloud has become a defining competitive edge. Companies that fail to successfully adapt risk failure. The media, of course, continues to extol the virtues of the cloud, including how easy it is to get there. Migrating...
May. 28, 2016 10:00 AM EDT Reads: 516
SYS-CON Events announced today that BMC Software has been named "Siver Sponsor" of SYS-CON's 18th Cloud Expo, which will take place on June 7-9, 2015 at the Javits Center in New York, New York. BMC is a global leader in innovative software solutions that help businesses transform into digital enterprises for the ultimate competitive advantage. BMC Digital Enterprise Management is a set of innovative IT solutions designed to make digital business fast, seamless, and optimized from mainframe to mo...
May. 28, 2016 09:45 AM EDT Reads: 2,252
As organizations shift towards IT-as-a-service models, the need for managing and protecting data residing across physical, virtual, and now cloud environments grows with it. Commvault can ensure protection, access and E-Discovery of your data – whether in a private cloud, a Service Provider delivered public cloud, or a hybrid cloud environment – across the heterogeneous enterprise. In his general session at 18th Cloud Expo, Randy De Meno, Chief Technologist - Windows Products and Microsoft Part...
May. 28, 2016 09:45 AM EDT Reads: 593
What a difference a year makes. Organizations aren’t just talking about IoT possibilities, it is now baked into their core business strategy. With IoT, billions of devices generating data from different companies on different networks around the globe need to interact. From efficiency to better customer insights to completely new business models, IoT will turn traditional business models upside down. In the new customer-centric age, the key to success is delivering critical services and apps wit...
May. 28, 2016 09:15 AM EDT Reads: 1,178
Join us at Cloud Expo | @ThingsExpo 2016 – June 7-9 at the Javits Center in New York City and November 1-3 at the Santa Clara Convention Center in Santa Clara, CA – and deliver your unique message in a way that is striking and unforgettable by taking advantage of SYS-CON's unmatched high-impact, result-driven event / media packages.
May. 28, 2016 09:00 AM EDT Reads: 2,420
In his keynote at 18th Cloud Expo, Andrew Keys, Co-Founder of ConsenSys Enterprise, will provide an overview of the evolution of the Internet and the Database and the future of their combination – the Blockchain. Andrew Keys is Co-Founder of ConsenSys Enterprise. He comes to ConsenSys Enterprise with capital markets, technology and entrepreneurial experience. Previously, he worked for UBS investment bank in equities analysis. Later, he was responsible for the creation and distribution of life ...
May. 28, 2016 08:45 AM EDT Reads: 1,970
In the rush to compete in the digital age, a successful digital transformation is essential, but many organizations are setting themselves up for failure. There’s a common misconception that the process is just about technology, but it’s not. It’s about your business. It shouldn’t be treated as an isolated IT project; it should be driven by business needs with the committed involvement of a range of stakeholders.
May. 28, 2016 08:00 AM EDT Reads: 2,555
SYS-CON Events announced today that MobiDev will exhibit at SYS-CON's 18th International Cloud Expo®, which will take place on June 7-9, 2016, at the Javits Center in New York City, NY. MobiDev is a software company that develops and delivers turn-key mobile apps, websites, web services, and complex software systems for startups and enterprises. Since 2009 it has grown from a small group of passionate engineers and business managers to a full-scale mobile software company with over 200 develope...
May. 28, 2016 07:15 AM EDT Reads: 2,655
SoftLayer operates a global cloud infrastructure platform built for Internet scale. With a global footprint of data centers and network points of presence, SoftLayer provides infrastructure as a service to leading-edge customers ranging from Web startups to global enterprises. SoftLayer's modular architecture, full-featured API, and sophisticated automation provide unparalleled performance and control. Its flexible unified platform seamlessly spans physical and virtual devices linked via a world...
May. 28, 2016 06:00 AM EDT Reads: 2,243