BUCKINGHAMSHIRE, U.K., April 22, 2003 (PRIMEZONE) -- Amersham (LSE:AHM) (NYSE:AHM)(OSE:AHM), a world leader in medical diagnostics and in life sciences, and Galil Medical Ltd, an innovator in cryotherapy, announced today the signing of a definitive agreement to merge Amersham Health's brachytherapy business with the urology business of Galil Medical. The new company will have a major global presence in the treatment of prostate cancer, combining the market leadership of Amersham in brachytherapy with the rapidly growing area of cryotherapy, and offering physicians and patients a broad choice of minimally invasive treatment options. The transaction is subject to regulatory approvals and is expected to close by the end of July.
This agreement creates a profitable marketing company with sustainable Growth potential and allows Amersham Health to remain focused on its core medical diagnostics business. The new company will operate independently, with Amersham holding 75 per cent and Galil Medical holding 25 per cent. The combined sales of the contributed businesses in 2002 were 57 million Pounds. Amersham will contribute net tangible assets of 1 million Pounds to the new company and Galil Medical will contribute net tangible assets of 3 million Pounds. The transaction is expected to be neutral to Amersham's earnings in 2003. Amersham will account for the new company as a joint venture.
The Board of the new company, headquartered in the U.S., will comprise three Amersham representatives, including Chairman-elect John Jeans, currently President Therapy Products, Amersham Health, and two representatives from Galil Medical, including Vice Chairman-elect Chen Barir, currently Chairman of Galil Medical. The Board will appoint the CEO and approve other senior management positions which will be drawn from the two companies.
Galil Medical is the leader in third-generation cryotherapy, having developed the least invasive and site-specific advanced hyper-cooling technology available, enabling extremely fast, high-resolution and controlled destruction of cancerous tissue. Cryotherapy is a new but rapidly growing technology, increasingly used to treat advanced stages of prostate cancer or recurrent disease. It complements the effective first-line brachytherapy or radiation "seed therapy" in which Amersham is the market leader. Both these minimally invasive techniques offer physicians and patients effective alternatives to prostatectomy surgery.
Commenting on today's announcement, John Jeans said, "Merging our brachytherapy business with the Galil urology business will produce a world leader in the treatment of prostate cancer. In combining these complementary modalities we broaden our product offering, providing a competitive advantage which will improve the opportunities for growth."
Chen Barir added, "Patients deserve as many options as possible. The new company will have a unique ability to offer the leading minimally invasive treatment options, brachytherapy and cryotherapy, for use in patients with early, as well as more advanced and recurrent stages of the disease. Building on its excellent base of products our goal is to develop a strong franchise in the management of urological diseases."
Notes to Editors
The new company will market Amersham Health's range of prostate brachytherapy seeds, RAPID Strand(TM), OncoSeed(TM), EchoSeed(TM) and TheraSeed(R) and co-promote its bone pain palliation agent Metastron(TM) globally, except in Japan. The new company will also provide the Galil Medical SeedNet(TM) range of cryotherapy products in urology applications including prostate and kidney cancers.
About Amersham
Amersham is a world leader in medical diagnostics and in life sciences. Headquartered in the UK, the company had annual sales of 1.62 billion Pounds in 2002 and has around 10,000 employees worldwide. Its strategy is to build its position as a leading provider of products and technologies enabling disease to be better understood, diagnosed earlier and treated more effectively.
Amersham Health, Amersham's leading global pharmaceutical provider of diagnostic and predictive imaging products and services, and the global leader in prostate brachytherapy is dedicated to providing healthcare professionals with products that expand and improve their diagnostic capabilities and contribute to the treatment of disease. Amersham Health is committed to finding innovative diagnostic and therapeutic solutions with a focus on cardiology, neurology and cancer.
Amersham - bringing vision to medical discovery
For additional information, visit the Amersham plc web site at www.amersham.com or the Amersham Health Web site at www.amershamhealth.com
About Galil Medical
Galil Medical Ltd., with operations in the U.S., Europe and Israel, specialises in the development, manufacture and marketing of state-of-the-art, minimally invasive cryotherapy devices and systems. Incorporating advanced hyper-cooling technology; the Galil Medical system allows extremely fast, high-resolution and controlled tissue ablation, including cancerous tissue. The company's new SeedNet(TM) Gold System features patented ultra-thin 17 gauge CryoNeedles(TM) that are inserted through a template, in a method similar to brachytherapy, to provide the greatest level of control as it freezes cells. RDC Rafael Development Corporation Ltd, Elron Electronic Industries Ltd. (Nasdaq: ELRN) and Discount Investment Corporation Ltd (Tase: disi) are the major shareholders of Galil Medical.
For more information, visit the Galil Medical Website at www.galilmedical.com
Cautionary Statement For Purposes Of The 'Safe Harbor' Provisions Of The United States Private Securities Litigation Reform Act Of 1995
The Private Securities Litigation Reform Act of 1995 provides for a "safe harbor" for forward-looking statements. This press release contains certain forward-looking statements, which reflect the Company's views about future events and financial performance.
The following important factors could cause actual results to differ materially from those projected or implied in any forward-looking statements: (i) Changes in demand for the products of Amersham plc worldwide or the markets for those products, as well as changes in management's expectation of the development of new markets and the timing of completion of various trials leading to the introduction of new products. (ii) Changes in the cost or supply of raw materials, changes in interest rates and the impact of competition; and (iii) Price controls and price reductions, fluctuations in exchange rates for foreign currencies, changes in governmental regulation, and the risk of loss of patents or trademarks.
Readers should also review the statements included in "Item 3. Key Information. D. Risk Factors" of the Company's Annual Report on Form 20-F for the year ended December 31, 2000, filed with the United States Securities and Exchange Commission (File No. 1-14710) for a discussion of additional factors or events which could cause actual results to differ materially from those projected or implied in any forward-looking statements.
The foregoing factors should not be construed as exhaustive. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on these forward-looking statements. In any event, these statements speak only as of the date on which they are made, and the Company does not undertake any obligation to update or revise any of them, whether as a result of new information, future events or otherwise.
TheraSeed(R) is a registered trademark of Theragenics Corporation