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QIAGEN Acquires GenoVision AS, CC May 28, 2002
Dr. Metin Colpan, Managing Director and CEOPeer M. Schatz, Managing Director and CFO
Mårten Wigstøl, CEO, GenoVision AS
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Forward Looking Statements
Certain of the statements contained in this presentation may be considered forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. To the extent that any of the statements contained herein relating to QIAGEN's products and markets and operating results are forward-looking, such statements are based on current expectations that involve a number of uncertainties and risks. Such uncertainties and risks include, but are not limited to, risks associated with management of growth and international operations (including the effects of currency fluctuations), variability of operating results, the commercial development of the DNA sequencing, genomics and synthetic nucleic acid-related markets, as well as the nucleic acid-based molecular diagnostics and genetic vaccination and gene therapy markets, competition, rapid or unexpected changes in technologies, fluctuations in demand for QIAGEN's products (including seasonal fluctuations), difficulties in successfully adapting QIAGEN’s products to integrated solutions and producing such products, the ability of each of QIAGEN to identify and develop new products and to differentiate its products from competitors, and the integration of acquisitions of technologies and businesses. For further information, refer to the discussion in reports that QIAGEN has filed with the U.S. Securities and Exchange Commission (SEC).
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22-Sep-99GenoVision AS
• Founded in 1998• Approximately 35 employees, primarily in Norway• Approximately 85% owned by Venture Capital and other
15% owned by employees
Core Competencies:• Manufacture of magnetic beads• Application of magnetic beads for nucleic acid purification• Automation principles for magnetic beads• Various products for HLA testing (to be spun into separate entity)• 17 patent families, numerous licenses
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GenoVision – adding exciting technology base and product portfolio to QIAGEN
Instruments and consumables for nucleic acid purificationBased on magnetic particles (beads)
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Rationale• Genovision’s technology is in core QIAGEN market• Magnetic particles can address certain segments of
QIAGEN’s core markets• Genovision’s products can very well be leveraged with
proprietary QIAGEN technologies• Genovision’s products are elegant, proprietary and
considered technology leading• Acquisition is EPS accretive/neutral 2003 and highly
accretive 2004 (consideration <10x Net Income 2004)• Deep R&D pipeline at Genovision, very strong network in
the area of magnetic particle technologies• Current QIAGEN magnetic particle solutions less broad.
Alliance with Polysciences (Oct 2001) focuses on magnetic particles for cell separation
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Post-Acquisition
• Genovision’s Oslo site to become Center of Excellencefor magnetic particle research -> QIAGEN (Norway) AS
• Genovision’s nucleic acid purification business to be linked to QIAGEN’s sales and marketing force
• Genovision’s instrumentation solutions to be leveraged with QIAGEN Instruments’ expertise and service network
• Genovision’s research and development pipeline to be merged with QIAGEN’s and leveraged with QIAGEN technologies.
• Genovision’s HLA business to be spun into new entity with old name: Genovision AS and supported throughGenovision’s existing distribution network
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QIAGEN Product DimensionsBi
olog
ical
Biol
ogic
alsa
mpl
essa
mpl
es
BacteriaBacteria
Tissue Tissue
BloodBlood
Nucleic Acids/Genetic Information FormatNucleic Acids/Genetic Information Format
gg DN
AD
NA
SequencingSequencingSNPSNP--GenotypingGenotyping
MicroarraysMicroarraysOthersOthers ((CloningCloning, PCR...), PCR...)
AssaysAssays//ApplicationApplication
tt RN
AR
NA
pDN
ApD
NA
Vira
l RN
AVi
ral R
NA
mR
NA
mR
NA
mt
mt
DN
AD
NA
Oth
ers
Oth
ers
Expression ProfilingExpression Profiling
PlantsPlants
AnimalAnimal
VirusesViruses
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QIAGEN Technologies
• Solid-phase anion-exchange chromatography• Selective adsorption on silica surfaces• Filtration• Magnetic bead technology
– Silica magnetic particles–
• Thin membrane technology• Hybrid capture on latex beads• Endotoxin removal• Cationic detergent technology• Dendrimer technology for transfection
• Over 240 issued patents, over 240 pending applications• Over 400 patents under license
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0102030405060708090
100 Magnetic BeadsQIAGEN Technology AQIAGEN Technology BQIAGEN Technology CQIAGEN Technology DQIAGEN Technology E
Benefits of Magnetic SeparationsPe
rform
ace
Benc
hmar
k
Type of Application....etc....
e.g.viral RNAfrom blood
e.g.mRNA
from tissue
e.g.gDNA
from blood
e.g.pDNA
from cells
e.g.gDNA
from swabs
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Magnetic Particle Separations
+ magnetic particles can be applied to many applications+ magnetic particle applications can be automated+ magnetic particles are highly flexible+ magnetic particle solutions are robust+ magentic particle solutions are often scalable
(small volume<->large volume)
- magnetic particles rarely provide highest performance- cost is often higher than other solutions
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Nucleic Acid Purification using Magnetic Particles
ハタノ参
上 50ｍｌ
epp
endo
rf
DNASeparation
ハタ
ノ参
上 50ｍｌ
epp
endo
rf
Addition of MagneticParticles
ハタノ参
上 50ｍｌ
epp
endo
rf
Washing
ハタ
ノ参
上 50ｍｌ
epp
endo
rf
Cell Lysis
ハタノ参
上 50
ｍｌ
epp
endo
rf
Elution
ハタ
ノ参
上 50ｍｌ
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endo
rf
MagneticSeparation
Sample
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Specialized, Automated Magnetic Bead Solutions
for the isolation of
• genomic DNA (Blood, Tissue, Plants)
• total RNA (Blood, Tissue, Plants)
• mRNA
• viral RNA
• plasmid DNA
Products
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The Financials
- Consideration: $14 million in cash, 940,000 shares of newly issued common stock-> Total: approximately US$ 28 million
Additional payment in June 2003 of up to $3 million in stock or cash based on performance milestones
- Acquisition charge: approx. $2.5 million pre tax, tax rate approx. 35%
- Guidance for contribution of Genovision products excluding acquisition charges
Gross Margin low on instruments, high on consumablesGross Margin increases with installed base of instruments
in US$ Millions 2002 2003
Net Sales 5 13Gross Margin (45%) 2 6Net Income (Loss) -1 1
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Contact QIAGEN
Dr. Solveigh MählerManager Investor RelationsQIAGEN N.V.+49-2103-29-11710email: [email protected]
Peer SchatzChief Financial OfficerQIAGEN N.V.+49-2103-29-11702email: [email protected]
Noonan/Russo Communications, Inc.Mary Claire Bice+1-212- 696-4455
URL: www.QIAGEN.com
