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AP. Alltracel PH.

13.82
0.00 (0.00%)
01 May 2024 - Closed
Delayed by 15 minutes
Alltracel Pharmaceuticals Investors - AP.

Alltracel Pharmaceuticals Investors - AP.

Share Name Share Symbol Market Stock Type
Alltracel PH. AP. London Ordinary Share
  Price Change Price Change % Share Price Last Trade
0.00 0.00% 13.82 01:00:00
Open Price Low Price High Price Close Price Previous Close
13.82 13.82
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Posted at 12/4/2008 01:08 by alimo
I hope this gives an idea of what happened on the 4th.

ALLTRACEL? – IT'S A SCRUM 5!

Everywhere you go in Dublin, the visitor is reminded of the quality of rugby played in this country. Ah, those were the days, when my visits were rewarded with victory, against the odds!

On that Friday, Shareholders turned up at Fitzpatrick Castle Hotel, Dublin, to the Court Meetings, to take the offensive against a trio of 'Independent' Directors who have all but given the Alltracel keys to Hemcon from Portland, U.S.A., for not far short of free. The 'Independent' front row trio were there to justify their weak reasons for taking Alltracel private, and out of Irish Control, and out of shareholder control as well, and they repeatedly fell back to their 'own goal' line, with their unseemly confident repost – let the shareholders decide; likened to a defensive touchdown in goal, to get a breather and regroup. The referee has to refer it all to the judges at the High Court, for, on the face of it, it would appear to the educated observers, that the flankers have been busy working to make the Hemcon take-over a success, despite all the protests of shareholders.

There may have been about 45 people in the first Court Meeting, comprising shareholders, and a team of others who must have qualified to get in under some pretext or another. One of the others had to be the company legal adviser or coach, with actions similar to a bookie's runner as his hand signals were given to the trio, influencing which questions should or should not be answered.

After considerable calls for penalties by the anti-Scheme team, the formalities allowing Computershare Investment Services (CIS) to collect the 'In Person' proxy voting slips, went ahead. Then without hearing from CIS about which way these 'In Person' votes were cast, we were told how many proxies had been sent in and the number of shares these represented. Out of 276 proxies sent to CIS, 220 were FOR and 54 were AGAINST. The total FOR votes of shares only represented 50.1% of the total Alltracel shares of 142+ million. Knowing how many small investors have been 'injured' by the 14p offer, one was left in wonder at the quality of stitching used.

This first Court Meeting was adjourned about an hour later than expected, but the second Court Meeting, held to consider the voting of the Management Class under the Scheme was adjourned in record time.

The EGM followed immediately, and CIS collected the blue forms representing the 'In Person' voting, cast either FOR or AGAINST the Ordinary Resolutions. Then the Chairman announced, sensing victory, despite being trapped on their 'own goal' line, that the share count FOR all the Resolutions came to 94.7% of the total EGM proxy count. Wow! That seems pretty impressive, but, only 43% voted FOR out of all the 142 million company shares. Before this meeting adjourned, the shareholders succeeded in their request for a show of hands, FOR and AGAINST the Resolutions. By 12 votes to 8, shareholders voted AGAINST each of the four Ordinary Resolutions.

So, the playing field was chosen by the company, and out of the many questions that saw play going back and forth, perhaps five are worthy of mention:

1. Were all the 'Independent' Directors truly fit to play for the company? More to come!
2. We were told by the 'Independent' Directors not to believe the 22nd February 2008 report we read on the Portland (USA) Business Journal website, where it was reported that "The two companies started doing business together about one year ago. Acquisition talks started soon after". Alltracel 'Independent' Directors are on record in the Scheme document saying, 'to the best of their knowledge and belief' negotiations did not commence until Hemcon's first approach in December 2007! Confused? Many are concerned that even the statements don't match up. Maybe the High Court can sort this out, for if we are being misled on this matter, then who's to say what we can believe of all the rest!
3. Why was, and still is being withheld, share price-supporting information withheld from shareholders at such a crucial time as this? Yet management allowed due diligence to go ahead in December to enable Hemcon to have all the information, denied to shareholders; the very information shareholders were waiting for, with great patience.
4. How is it possible that directors, who have sanctioned expenditure of probably over £65million, over 12 years, on R & D and other costs, are able to rush into selling the company to Hemcon for an agreed £20.8 million? Shareholders have stood by the directors, so why is there what seems like indecent haste to give it all away, especially when the company is reported by the 'Independent' Directors to be in a general position of strength, not weakness?
5. Why did we start hearing in the week leading up to the Court Meetings from shareholders that were having trouble accessing the Scheme document and proxy forms? The excuse from their nominee account managers, explained they had heard the Scheme was a merger, and a done deal, so there was no point in sending out the documents. Perhaps, because most private investors are in nominee accounts with the large financial managers; just perhaps, this explains the poor proxy returns, and poor percentages of shares counted, compared with the total 142 million Alltracel shares.

Were these unreasonable questions? No, they were not. But then the Company front row trio was thinking it doesn't matter, because the proxies and share count will secure a win anyway.

So, we are back to the scrum 5! The ball goes in, and the company collapses the scrum. The referee wants to award a penalty goal, to the shareholders pressing against the Scheme. He has to consult the confusing laws (just like the television judge), the laws chosen by the company directors, its solicitors and its financial advisors, to 'fix-it' for Hemcon. The AIM NOMAD (also in DAVY) needs to examine the correspondence between the discretionary clients, to find out how many gave instructions to vote FOR the Scheme.

We need to delve into the discretionary votes, we need to get answers from CIS who know how and where the votes came in from. Davy and others may have to answer their special position of influence. The DOCE and High Court will want to know that if any influences have been exerted, then this will have to have been done in an equitable way.

At the end of the day, I am a retired private investor with much of my pension at stake in Alltracel. The above summary is only my analysis of what has taken place to date. I would not be taking care of myself or my family if I did not seriously question whether the take-over has been handled with the complete integrity it deserves.

Since I wrote this I see the RNS shows the total voting including those that turned up to the meetings. Its obvious that most shareholders there voted AGAINST by 14 to 8 in the first Court Meeting! Even worse is we now know that the total proxy votes don't even reach 50% of the 142+million shares, which is hardly representative. The High Court should order another election, and ensure that every shareholder gets sent proxy forms, especially where they are nominee or discretionary, and the bill should be paid by the 'Independent'Directors, and DAVY the Financial Advisers, for coming up with the Scheme of Arrangement. If they don't, it will appear that the High Court will condone, what looks quite like a very few people are able to manipulate the law and possibly the nominee/discretionary holding systems to bring about a distorted result. The law also needs to be tightened up for future company takeover activity, to ensure that at least 75% of all shareholders actually vote.

I hope the Ireland High Court takes note of this and throws this Scheme out, at least until the voting truly represents a majority.
Posted at 01/4/2008 21:21 by alimo
So, all is not lost.

Maybe there is that possibility that the 13% owned by Helium Fund only carries one proxy head count , and maybe the same applies to the other large holdings. This means that if all the small investors send in their proxies or attend and vote against, then there just might be enough of us to get a majority on the head count. If we win the head/proxy count but only get say 10% of the share count then the Scheme is rejected, and we win. If the proxys/heads who vote for the Scheme even have 90% of the voting shares, but less than 50% of the head/proxy count, they lose.

It's a pity this wasn't made absolutely clear in the Scheme Document. It's clear to a lawyer, but I don't think one of us got our heads round the jargon.
Posted at 01/4/2008 16:07 by alimo
I phoned Hargreaves Lansdown who hold my shares in a Nominee A/C and they said I couldn't vote by proxy personally, but they would inform Computershare Investor Services that my vote is against the Scheme. They have sent me a LETTER of REPRESENTATION to enable me to attend the Court Meeting and EGM on Friday.

Time is of the essence 4web and others who haven't sent in their proxy vote forms. Tomorrow 2nd April at 10.15am is the deadline if your not attending. You need to contact Computershare Investor Services by phone (+35314475441 outside Ireland, or 014475441 in Ireland) to see if they will allow your proxy voting forms to be scanned and sent in by email. If they won't allow this or by faxing( by post is what the Document says) then you could post them by the quickest mail method you have, addressed to me (email me at alwamo@talktalk.net and I'll reply giving my name) at c/o Fitzpatrick Castle Hotel, Killiney, Co. Dublin, Ireland, and hopefully I'll be allowed to present your Pink and Blue Proxys to the Court Chairman at the first Meeting at 10.15am.

I hope that many unhappy shareholders will turn up on the day. I wonder if the super share deals go beyond just the quoted few senior management, because if staff are being given shares in Hemcon to replace the Alltracel shares, then it must be only fair that affected management and staff/employees should not be able to vote, because of their conflict of interest. All cannon fodder for the High Court to consider!

I want the Scheme postponed, or stopped altogether, particularly because something as important as taking the company private to the exclusion of existing Shareholders, should be done completely in the open, by convening a General Meeting prior to the announcements to get soundings from shareholders
about a) whether a takeover to go private is necessary for the future growth of the Company and, b) if so at what price to suit all shareholders.

My real complaint is the "Independent Directors" have made it as easy as possible for Hemcon to afford the buyout. If they had to pay three times (it has cost us £65million to get this far) their present offer of £20.8million, would they have still been interested? They (our Directors) withheld precise news they said they would reveal in the 4th Qtr and by the year end (meaning 2007 and not 2008!!), and by doing so may have caused the already depressed share price to stay down, allowing Hemcon to come in with their rediculous offer of 14p, which is a buyout on the cheap. If the Scheme is stopped or postponed then the price may drop back to 9p. But I and many shareholders have confidence that when all the good 2007 and 1st Qtr news that at present is known only to the Directors and management is released, the price will go up beyond the 14p offer, because the market will see how undervalued AP. is, and buy. It's a pity the directors have lost their vision as leaders, and want to be led by Hemcon.

Hoping to see many of you in Dublin - must get transport to and from the Airport + accommodation fixed up. Sadly, I'll not be able to stay awhile and partake of all that's good about Ireland. It'll be odd making a visit and not having our usual bunch of rugby supporters there with me. Ahh those were the days! I survived, and have the T shirt! I wonder if the Court will even allow anyone to speak - I don't even know the procedures for the Meeting.
Posted at 30/3/2008 19:02 by alimo
Thanks 4web,

Have you sent in your proxy?

I've found out that as my shares are are held in a nominee account at Hargreaves Lansdown I have to express my voting intention to them and they then send the names with totals of the fors and againsts to the correct place. They say I am still permitted to attend the first Court Meeting and the EGM on Friday. They tell me that it's not necessary to turn up! And yet I seem to read it, that we should turn up. Must read the Irish Times article.

I hope there is someone like the President of Ireland who will see through the whole Scheme, and start buying an interest to save Alltracel from going into US control, with a partner that doesn't bring any more wealth to the table than what the Directors have been able to secure at the time it is needed. They ought to have the courage to take the company forward as a plc, knowing that as soon as investors see that good and new revenue streams, on top of the 2007 FYE figures and objectives of the Synpart merger, will stand them in good stead for institutional/partner backing, allowing continued steady growth.

We're certainly not interested in the juicy deals that TR and his colleagues have secured for themselves, and when you look at the kind of recent growth that is already in the bag, it doesn't look as though they'll have to do much more for their bonuses.
Posted at 14/3/2008 16:00 by coincall
Well guys, I also do not see much hope here. I will hold on to the end and get the 14p, fortunately I will be in profit...but not a lot.

It might be worth looking at Ultrasis (ULT) in these hard times as their revenues are just taking off and they provide the only evidence based treatment for mild to moderate depressive symptoms recommended by NICE. See



Lots of research done by genuine investors, and plenty happening with NHS take up during the next few years and in the US. DYOR and good luck with your investments.
Posted at 12/3/2008 22:04 by cumnor
I bought these before xmas for 10p average and hoped for a better return than the 14p, although the present goings on don't surprise me in the least. The share price last year fell out of the sky despite no bad news being announced nor was any attempt made by management to explain or bolster the share price to strenghten the company assets for the benefits of both shareholders and employees. As the company has several irons in the fire and made acquisitions the share price fall would have suggested a problem at one section or other. If there was then an announcement to that effect would have explained the share price fall.
Some people on this bb suspect that negotiations (of a sort) have been on-going for a long time prior to January's announcement and that management need to prove that they have'nt. If there was a suggestion of a bid last year then of course they would need to explain why this was not made public. The notion that there is no money available in the markets for biotech or healthcare related issues is nonsense. AZM just raised 10ml, tissue science has recieved a very reasonable approach and mdx is subject to same. Good companies will do and if ap is such a loser then what are Hemcom doing with it.

Regarding the present situation what is the nature of any alleged inducements (if any)and promises Hemcom have made to management to proceed and in accepting them (if they have) have management acted in the best interests of their shareholders and the employees. We need full disclosure. Considering the potential of the company (I would like mgmt to prove me wrong if they can by stating where problems are occuring) then I would'nt be bought off by the promise of a 10% bonus and a few shares in a new company if I were an employee of altracel, or such like.

The institutional investors who bought in in the last year sub 13p need to clarify if any inducements or promises about the possibility of a takeover were made or the guarantee of a small but secure return on it happening was alluded to. I'm sure there was'nt but clarification would do no harm. Any institution that paid more a few years back might feel somewhat aggrieved at such special treatment being offered to their competitors if indeed such underhand practices did occur.

Regarding aim in general I have no objection to making a 40% profit on any investment but what I would object to is some run of the mill management (and I am not talking about ap here) concealing information (if that were shown to have occured)from me and other shareholders and employees and making a 400 or 4000% return down the road, in concert with a company that might or might not have offered inducements for the same purpose without proper and fair disclosure being made to all interested parties.

The total absence of relevant news for the past year in ap's case makes me wary. Fine, if the company is about to go down the drain and say Westone are losing money hand over foot or Synpart are a con for which they paid several million euros then ok, lets get the news out. We are all big boys and can take our losses.

But the hint of non disclosure is, in general, a differnt matter, if indeed such does occur. It affects employees, shareholders and more importantly affects the prospects of decent companies on AIM whose share prices are battered even when they announce half decent news, because no one believes a word from the directors' mouths-(eg look at pre -irish company-director bought 5 million shares last year, recent good news and no debt but share price languishing, maybe because investors in general know management in small aim companies can manipulate them to their own benefit and the stock exchange is powerless to stop them. Pre (I dont hold)like many other companies on aim are, i'm sure, very well and honestly run but the hint of share price manipualtion, dodgy deals and non disclosure, as has been alluded to in the case of AP on this and other bulletien boards, can do serious damage to good companies, and thus the call for an investigation by some shareholders.

As I have said AP is almost certainly a very well and very honestly run company (that's as much as anyone can say about any public company)with all happening above board but the sheer lack of news and the sudden anouncement out of the blue of an approach (without management having prior knowledge) would make me at least give some credence to those shareholders who bought in at a higher price feeling aggrieved and who suspect a conspiracy theory. Management have'nt done enough to convince them that there is'nt a grain of truth in some of the allegations. Of course I, like other shareholders. would love to be proved wrong even if the deal falls through and the share price collapses. At least then the market could be seen to be working. I can take the losses.
Posted at 12/3/2008 14:49 by stephenwilson
Posting of Scheme Document




RNS Number:9571P
Alltracel Pharmaceuticals Plc
12 March 2008


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY RESTRICTED JURISDICTION


12 March 2008

Recommended Acquisition for Cash

of

ALLTRACEL PHARMACEUTICALS PLC

by

CASTLERISE INVESTMENTS LIMITED
(a wholly owned subsidiary of HemCon Medical Technologies, Inc.)

by means of a

SCHEME OF ARRANGEMENT

under Section 201 of the Companies Act, 1963 of Ireland


On 22 February 2008 the Board of Castlerise and the Independent Directors
announced that they had reached agreement on the terms of a recommended
acquisition by Castlerise of the entire issued and to be issued share capital of
Alltracel (the "Acquisition"). The Acquisition will be effected by way of a
scheme of arrangement under Section 201 of the Companies Act, 1963 of Ireland
(the "Scheme").

Castlerise and Alltracel announce that Alltracel is today posting a circular to
Alltracel Shareholders (the "Scheme Document") containing, inter alia, the terms
of the Acquisition and the Scheme, an explanatory statement pursuant to Section
202 of the Companies Act, 1963 of Ireland, notices of the required meetings, a
timetable of principal events and details of the action to be taken by Alltracel
Shareholders.

To effect the Scheme, approval of Alltracel Shareholders at two court meetings
(the "Court Meetings") and an extraordinary general meeting (the "EGM") will be
required. The meetings will be held at Fitzpatrick's Castle Hotel, Killiney, Co.
Dublin, Ireland on 4 April 2008. The first court meeting will commence at 10.15
a.m., the second court meeting will commence at 10.30 a.m. (or as soon
thereafter as the first court meeting has concluded or been adjourned) and the
EGM will commence at 10.45 a.m. (or as soon thereafter as the second court
meeting has concluded or being adjourned).

The forms of proxy for the Court Meetings and the EGM (which accompany the
Scheme Document) should be returned to Computershare Investor Services (Ireland)
Limited at P.O. Box 954, Heron House, Corrig Road, Sandyford Industrial Estate,
Dublin 18, Ireland no later than 48 hours prior to the commencement of each
meeting. If the forms of proxy for the Court Meetings are not lodged 48 hours
prior to the commencement of the Court Meetings they may be handed to the
chairman of the relevant court meeting before the start of the relevant court
meeting. The completion and return of a form of proxy for any of the meetings
will not prevent Alltracel shareholders from attending and voting at the Court
Meetings or EGM in person if they wish to do so.

It is important that, for both of the Court Meetings, as many votes as possible
are cast at them (whether in person or by proxy) so that the High Court may be
satisfied that there is a fair and reasonable representation of Alltracel
Shareholder opinion. Alltracel Shareholders are therefore strongly urged to
complete, sign and return their forms of proxy as soon as possible.

Copies of the Scheme Document may be obtained from Computershare Investor
Services (Ireland) Limited, P.O. Box 954, Heron House, Corrig Road, Sandyford
Industrial Estate, Dublin 18, Ireland. The document will also be available on
Alltracel's website at www.alltracel.com.

Cancellation of admission to AIM

Alltracel hereby announces that, conditional on approval by Alltracel
Shareholders of the Scheme and the sanctioning thereof by the High Court, the
admission of its ordinary shares to trading on AIM will be cancelled with effect
from 8.00 a.m. on Tuesday 6 May 2008. It is anticipated that the last day of
dealings in Alltracel Shares will be Monday 5 May 2008.

Capitalised terms used, but not defined, in this announcement have the same
meaning as in the announcement issued in accordance with Rule 2.5 of the
Takeover Rules by Castlerise and Alltracel on 22 February 2008.
Posted at 07/3/2008 02:33 by alimo
THe Bizplus article "Bloodied but Unbowed" everyone should read.



It contains an accurate description of the company up to 0606, and an even better introduction to Tony Richardson who has been at the helm since the startup prior to going public in 2001; describing his dilemma of being held up by a poor performing SP, even when profits were in sight, and revenue growth despite being spectacular between 2003 and 2006, was regarded as underwhelming by the financial gurus/gnomes. I would agree wholeheartedly with him that the share price has been very disappointing. His plans for AP. are not a corner-shop EUR25m outfit; much greater is his vision for the company, see our Authorised Capital.

I think he has done well considering he went public in the same year as 9/11 and then had to continue to steer AP. through the markets, following the Iraq War in 2003. He is the accountant that with hindsight, might wish that he had been able to delay the IPO till 2004, when turnover started to rocket. I'm sure the share price would be a lot higher, had he waited. But that's not how he and Gerard played the cards, and they needed the cash from us back in 2001 to get the SBF plasters up and running. So we small shareholders were essential to his way of thinking, back in 2001. Is that a reason for blaming us long term PI's for all AP. woes.

So, something has happened since 0606 for Tony to rethink AP. into going private again, and ditching most of his private investors into the bargain. But he's not going to lose his Alltracel, is he. But we PI's are if his scheme is allowed to succeed. He even brought 4 institutions in, but how has he managed to get their votes to help him ditch us, when with them on board he could probably look forward to a re-rating without having to sell out to Hemcon? It's a mistery, isn't it? So Tony will still be at the helm of what he must consider is his company. Except, he brought in shareholders and now should be working for ALL of them, (and not for himself and Hemcon) and especially for all those who bought in at much higher SP's, and have held for the good times that are still to come. The deal with Hemcon isn't good enough, so how does he get us all to buy it? How does he manage to get ASPartners, AXAFramlington, Appian, Investec, on his side, because he will need all their shares to succeed? How can Gerard Brandon agree that this is a good deal, when he knows how much has been spent in getting the IP to its present marketable status? Sadly, I have to presume Tony and Gerard are still buddies, and Gerard's holding can maybe be relied on. But all of them put together still isn't 75%. So how does Tony sell the scheme to the rest of us?

Do we all just doff our caps, bow our heads, shrug our shoulders with a touch to the forhead, and wave goodbye to our company. Surely a white knight can be found, that is willing to take AP. into the future. How does the deal with Convatec stand up, when Hemcon controls the nano deals. How are the Germans at Synpart reacting to this mega change, or did they know something.

wes1, I'll try putting a mic to my phone, to see if I can record what ASPartners said. If that doesn't work I'll just have to try to write down everything. I got the impression that he might have been saying that they consider that the reasons for building up a holding of 13% have changed, because AP. are no longer the attractive microcap they thought they were. How do they make this kind of change in mind, after spending a whole year thinking otherwise? Are they all going to be of the same opinion? I thought institutions are made of stronger stuff than this. Pretty feeble eh? I'm NOT saying they have all been put together to help Tony pull off the deal for Hemcon. But it would make a good story line for a novel. The title could be "Who needs the pixies, with friends like these!"

Why has a rights issue never been tried?

So how do we get organised to hold on to the 25%. How do we get the directors to release the FYE figures, with an in depth statement about the developments. Do we need to be represented at the High Court hearing, and can the scheme be fought and squashed at that stage.
Posted at 21/1/2008 17:38 by alimo
Trades – 30 buys total 550K+ to 6 sells total 85K+. Well that's good news, and the even better news is the MMs haven't marked us down! Yet. Can these guys manipulate the SP, and if so why haven't the Fraud Squad been brought in to investigate? No wonder every company in the world wants to raise capital on the AIM market where no questions are asked, and so little disclosure has to be given. If the TU (AGAIN!!) paints such a rosy future for all the deals they have been telling us about for the last 18months, why didn't their statement include a simple paragraph saying something really positive about Revenue and Profit.

NOW COMING TO THE OFFER - Surely an offer has to bear some relation to all that has been expended over the last 10 years as the products have had value added to them, and all the R&D costs the small shareholders put up, to bring the company to it's present value. The possibility of being sold down the swanney isn't what I call good business dealings, which allow the guys with most of the marbles to take all the marbles away, perhaps without honest payment. The present share price bears no relationship to the true value of all the intellectual property owned by the company, and if our directors sell out for anything less then they should be ashamed of the day someone praised them for being good businessmen. A buyer must be made to pay the correct value, and if necessary we must have several white knights ready to extract value. Sweeteners to directors is like paying 30 pieces of silver to Judas, and certainly doesn't compensate small investors who have loyally held shares from the IPO, unable to buy more as tricksters pull the price down. It's a different story when they come cap in hand at IPO's wanting the small investors cash to help them through the nightmares of development, but as soon as they are near to stricking gold they start to find ways to ditch us.

What have Framlington HSB who bought 12million shares in Dec 2006 to say? What for that matter have Helium to say? They both must be in on the inside. If the share price has been manipulated downwards, then they will both know about what has been going on. It only takes one to talk. Can they all trust each other if questions start being asked? I'd like to start the ball rolling and say if the shares were worth 50p four years ago when only the prospect of revenues from 'Stops Bleeding' plasters was on the horizon, then we must be worth 100p today with the huge prospects described in the Directors TU today. What say you?
Posted at 18/4/2007 12:12 by buywell2
Methinks Tony reads this thread .... 'top o the day to yus'

From below
''It would be nice to see AP. management buying again to put their money where their mouths are, as leading by example is always to be applauded as the best way of winning doubters over and investors in.''


buywell2 - 14 Apr'07 - 15:44 - 427 of 460 edit


For newbes , and to remind the knockers re the last purchase AP. made, and of a few other points.

Alltracel completes Westone deal
Friday, 14 January 2005
AIM-listed Irish biopharmaceutical company Alltracel says it has completed the acquisition of Westone Products for a total consideration of €8m.

Then we had this
13/09/2006 09:51:05 AFX Alltracel Pharmaceuticals says unsolicited approach received for subsidiary

Alltracel Pharmaceuticals says unsolicited approach received for subsidiary
LONDON (AFX) - Alltracel Pharmaceuticals PLC said it has received a preliminary unsolicited approach for one of its subsidiaries.

It declined to specify the unit or the suitor, merely saying the party in question is one of a number of different parties it engages in wide ranging commercial discussions with from time to time as part of its ongoing business development strategy.

'While exploratory discussions have taken place, there can be absolutely no certainty that a transaction of any kind will result from these very early stage discussions,' it said.

Alltracel made the statement in reaction to recent press speculation concerning a potential disposal of its oral care subsidiary.

A further announcement may be made if appropriate, it added. newsdesk@afxnews.com slm/lam

Now who was this ''one of a number of different parties it engages in wide ranging commercial discussions with from time to time as part of its ongoing business development strategy.'' ?

Well look at this
''Devro plc takes control of Biofilm Limited
...........................................................................................


Devro plc, the world's leading producer of collagen products for the food industry, today announces that it has acquired control of Biofilm Limited, a manufacturer dedicated to the commercialisation of products, based on dissolvable thin film technology, that can be used as carriers for flavours and other active ingredients.

When created in July 2003, Biofilm Limited was a 50/50 joint venture between Devro and its partner, Westone Products Limited. Devro has today increased its holding in Biofilm to 90%. No financial consideration has been paid but Devro has released Westone Products Limited from certain contingent indemnity obligations and all future financial commitments.''

Devro share price has taken a hit recently, I have a feeling that they were the company who were after one of Alltracel's units. Many speculated it was Westone, and without doubt Westone is tied in with Alltracel doing business with Devro. But I don't think it was Westone Devro were after,I think it was food related.

None the less Westone was a snip it was Ebita positive to the tune of E1.2m when bought for E8m , but had many organised outlets in Asia including China, and other parts of the world, these same outlets and people/contacts are I think going to let AP. plug itself into those areas in a much quicker and efficient way than by trying to go it alone.

This gave the numbers and deal data

DUBLIN, Ireland, December 20 /PRNewswire/ -- Alltracel Pharmaceuticals PLC, ("Alltracel" or the "Company") (AIM: AP.L), the brand focused, bio-pharmaceutical R&D company specialising in the medical device and food ingredient markets, is pleased to announce that it has conditionally agreed to acquire the entire issued share capital of Westone Products Limited ("Westone"), a London based privately owned product development company which supplies a full range of inter-dental and related specialist oral care products to the branded and private label sectors in the EU, USA and Asia (the "Acquisition").

Westone has a number of patents in oral care and PTFE* processes as well as access to manufacturing & packaging facilities in Shenzhen, China via a 50% joint venture. Unaudited Westone revenues for the year ended 30, September 2004, are in excess of EUR11.5m (2003 - EUR10.6m (audited)) with unaudited EBITDA in excess of EUR1.2m (2003: EUR1.1m (audited)).

Westone also sells a portfolio of dissolvable thin film products via a sales and marketing arrangement with Devro Plc. Devro is the world's leading manufacturer of collagen products for the food industry and in June this year signed a product development agreement with Alltracel in connection with blotters(TM), Alltracel's thin-film stops bleeding product.

The Acquisition is for an initial consideration of approximately EUR5.8m, of which approximately EUR3.8m is to be satisfied in cash with the balance satisfied by the issue of Alltracel ordinary shares on completion. A further cash payment of approximately EUR0.7m is payable to the vendors six months after completion. A final cash payment of approximately EUR1.5m is payable to the vendors, subject to increase or decrease based on the performance of Westone against certain financial targets in the thirteen month period ended 31 December 2005. The cash element of the consideration for the Acquisition will be funded via a debt facility provided by Bank of Scotland (Ireland) and out of Westone's cash reserves.

This is what the CO's said at the time

"We believe that the combination of Alltracel and Westone will give a solid platform for expanding the m.doc(TM) brand, and an enhanced capability to bring new products to market in the woundcare, oral care and cholesterol management markets.

The enlarged group will have an active market focus on wound care and specialist oral care in the consumer and retail sectors. Alltracel's marketing and brand development skills and experience will be applied to the existing Westone product portfolio and business development model; while the enlarged group will benefit from an enhanced product development capability particularly for the professional/specialist wound care, oral care and cholesterol control markets.

This Acquisition provides access to a series of PTFE based process patents in the oral care market and will benefit from access to a modern manufacturing and packaging plant in Shenzhen, China, and an associated sourcing capability in China.

In the short term we expect to initiate a stops-bleeding product development program for the dental and oral care sector. Specifically this will include the m-doc(TM) based dental plug which has been in development, and also enable the exploration of further m-doc(TM) based stops bleeding products within this sector. In the longer term we see an opportunity to combine the m-doc(TM) technology platform and the PTFE technology platform in the areas of advanced wound care and tissue engineering research.

Westone has an experienced senior management team who will remain in the company post Acquisition and work closely with Alltracel's COO, Donal O'Brien, who will assume immediate operational responsibility for Westone and its joint venture in Shenzhen, China and will supervise the integration process.

Overall the Board believe that this transaction will significantly improve the immediate and longer term prospects for the enlarged Alltracel group and, subject to shareholder approval, look forward to working with Westone.

Mike Levinstein, Chief Operating Officer of Westone commented:

"Westone and Alltracel are a great commercial fit; we share many customers and have complimentary geographic footprints. We are excited about the sales and marketing expertise that Alltracel brings particularly in the US and European markets and we see real potential for innovative product development on the m.doc(TM) and PTFE technology platforms for both the oral and wound care markets."

The present market cap of AP. is I believe what Westone would be worth if it were to be floated off as a seperate business on the stock exchange.

Perhaps someone would like to do some P/E projections of Westone and hazard a guess of what the float price could be, and how present holders of AP. stock could benefit from such.

Therefore everying else it appears is in the pot for zip, zilch, nowt. Somehow that seems not right when one reads the latest results . AP. was floated at 89p, at todays depressed levels with E3m cash in the bank and a major deal likely to be announced this quarter the fall now seems overdone.

The charts which I previously posted indicate this is so. Charts contain all data both past and future to shape the way they occur. The fall has been reversed and the bottom is now in.

AP. bottomed around the middle of 2006, it has been in an uptrend since then. The uptrend is gentle granted, but after suffering a 90% loss after that flotation price, one can understand the reticence of investors to return, and the wait and see tactics of new investors to see that AP. management have turned the tide before buying.

It would be nice to see AP. management buying again to put their money where their mouths are, as leading by example is always to be applauded as the best way of winning doubters over and investors in.

Some major investors have been buying AP. stock because this information was not around last year

RNS Number:0607N
Alltracel Pharmaceuticals Plc
01 December 2006


Alltracel Pharmaceuticals plc ('Alltracel' or the 'Company')

Holding in Company


Alltracel has received a notification from AXA Investment Managers UK Ltd. dated 30 November 2006, stating that, following an acquisition of shares, Framlington HSBC was the registered holder of a non-beneficial interest in 12,000,000 ordinary shares, representing approximately 9.26% of the issued ordinary share capital of Alltracel.

These sort of big hitters do their homework, more I would suggest than the average poster does on this thread. They look like they got their timing just about spot on.

2B or

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