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MicroGEM International Plc

MicroGEM International PLC (3)
Acquisition Opportunity

Hilco is pleased to present the opportunity to acquire the intellectual property and other assets of MicroGEM International Plc (In Liquidation) (“MicroGEM” or the “Company”) on behalf of the Liquidator of the Company, Ian Robert of Moore Kingston Smith & Partners LLP.

Background

MicroGEM, established in 2015, rapidly became a key player in molecular diagnostics. Its core strength was an enzymatic approach to DNA and RNA extraction, combined with microfluidic expertise, which allowed for the development of the innovative Sal Point of Care PCR instrument. The Company gained recognition with its Sal6830 platform, especially the first test validated on the Sal6830, its Covid-19 saliva test, which received Emergency Use Authorization (EUA) from the US FDA.

The unique collection of extremophiles at MicroGEM was crucial for discovering enzymes that underpin their innovative sample preparation techniques; this collection remains a largely untapped standalone asset. Prior to the global pandemic, MicroGEM’s approach to enzymatic DNA and RNA extraction, superior to traditional methods even in a lab-based setting, led to widespread adoption in labs globally. The Company, originally focusing on the PDQeX nucleic acid extractor and prepGEM kits, pivoted to developing the Sal6830 platform after a $50.8m (US) award from the NIH under its RADx program.

The versatility of the Sal6830 platform extends beyond Covid-19, offering the potential for diverse diagnostics and non-diagnostic Point of Care PCR analysis. A key innovation, now protected by patent is the instrument’s thermal-driven microfluidic flow, enabling the instrument’s efficient operation with minimal moving parts.

More than a platform for Covid-19 testing, Sal6830 is innovatively designed to be versatile and adaptable, able to be exploited for testing various pathogens. The platform’s flexibility positions it as a highly valuable asset with excellent potential for further developments in the diagnostics and precision medicine landscapes capable of pathogen detection and gene expression measurement. While the SARS-CoV-2 Saliva Test stands as the first validated test on the Sal6830, the platform has significant potential, with the owner of the technology able to leverage substantial infrastructure for the production of the single-ise consumable to produce a variety of tests using a razor/razor blade model.

Further, MicroGEM’s Sal6830 platform’s applications are not limited to saliva as a sample type. With its extensive intellectual property portfolio and platform, MicroGEM was on a path to revolutionise the diagnostic and precision medicine sectors by solving the complexities of managing diverse sample types. The Sal6830 is designed to move molecular assays out of the laboratory and into point-of­ care settings, combining speed, ease of use, and high sensitivity and specificity, all while ensuring non-invasive testing. Before Liquidation, MicroGEM had envisioned expanding the platform’s uses, with plans including clinical trials for a respiratory panel, monitoring immune system responses, developing point-of-care PCR tests for veterinary applications, including bovine TB, and developing a tongue-swab TB diagnostic.

In the fiscal year ending December 31, 2021, MicroGEM achieved a group revenue of c. $16.5 million, which included grants of $14.6 million. The Company’s prior financial performance underscores the ability of the assets to generate substantial revenue, highlighting their financial viability and potential for a lucrative return on investment.

This acquisition opportunity allows investors to capitalise on MicroGEM’s innovative technologies, established market presence, and strategic initiatives. The Sal6830 platform, with its versatile applications and proven success in the market, is a testament to the potential of MicroGEM’s robust intellectual property portfolio to give its acquirer a competitive edge in the rapidly evolving diagnostics landscape.

Available Assets

The MicroGEM Brand

Established in 2015, MicroGEM stands at the forefront of molecular diagnostics, forensics and precision medicine, boasting a legacy that spans almost a decade. Widely acknowledged and revered in the industry, the MicroGEM brand is synonymous with groundbreaking solutions in forensics and medical diagnostics.

With its roots in a novel enzymatic approach to DNA and RNA extraction, MicroGEM differentiated itself by spearheading the development of highly accurate and rapid polymerase chain reaction (PCR) tests and assays. The cornerstone of its success lies in proprietary thermophilic enzymes, setting new standards in nucleic acid extraction for clinical, precision medicine, veterinary, agricultural, and forensic applications.

Strategic investments and support underline the brand’s ascendancy. MicroGEM secured a pivotal NIH RADx award of $50.8 million in August 2020, catapulting its Sal6830 PCR platform and validating the SARS-CoV-2 (COVID-19) Saliva Test. MicroGEM’s journey to success is embellished with global recognition. The Sal6830 platform received Emergency Use Authorization (EUA) from the US FDA in April 2022, affirming its market viability and future potential in the crucial US market.

In the ever-evolving molecular diagnostics landscape, MicroGEM stands tall, driven by innovation, backed by strategic support, and recognised globally as a leader in the field.

Trade Marks

The Company holds a portfolio of 12 registered trade marks covering the “MicroGEM” brand name and a range of product brand names internationally, including the “Sal6830” brand name.

Full details on the Company’s trade marks are available via a virtual data room.

The Sal6830 Platform*

MicroGEM’s cutting-edge diagnostics technology platform (“Sal6830” or the “Platform”) is available to acquire.

Developed through rigorous research and development, the Sal6830 was designed to bring lab-quality testing to point of care by innovating the sample preparation process. The Platform aims to redefine sample preparation by adopting a single-tube approach, simplifying and accelerating the PCR workflow. The Sal6830’s innovative method eliminates the complexities associated with traditional approaches to nucleic acid extraction, ensuring efficient and precise outcomes without the need for multiple steps or harsh chemicals.

Leveraging a thermostable proteinase, the Sal6830 achieves unparalleled precision in nucleic acid extraction. Activating at 75°C and remaining inactive at low temperatures, this feature can eliminate the necessity for detergents, denaturants, or intricate steps, resulting in a straightforward and precise extraction process. The Platform’s programmable workflow ensures accuracy, minimises errors, and expedites the diagnostic process through seamless automation.

The Sal6830 stands out with its rapid, portable (batterypowered if needed) point-of-need RT-PCR platform capabilitieswhich are suitable for infectious disease and precision medicine applicationsSome key features of the Platform are that it can operate with high accuracy, is easy to use with integrated sample preparation, and has multi-analyte capabilityIt is notably the first to offer a validated salivabased SARS-CoV-2 pointofcare PCR test, with rapid results and nanoparticle-mediated viral concentrationIts potential expansion into precision medicine, serving as an ‘immune-a-meter’ for immune system monitoringmarks it as a game-changer in the healthcare sector.

The Platform is a versatile diagnostic solution, accommodating diverse sample types such as human and animal tissue, blood, saliva, semen, and more. The Sal6830 is adaptable to a broad spectrum of sample categories, offering flexibility for various applications. Beyond just extraction, the Sal6830 can combine sample preparation, extraction, purification, and qPCR analysis within a single cartridge, simplifying the workflow and enhancing overall efficiency.

Compact and weighing only c. 15kg, the Sal6830 is a portable and rapid solution that eliminates the need for a lab technician, providing ideal for on-the-go diagnostics, emphasising efficiency without compromising precision. The Company’s innovative Platform, capable of shaping the future of diagnostics and precision medicine, is available to acquire.

Patents*

Uncover a wealth of innovation within MicroGEM’s extensive intellectual property assets, shaping the landscape of nucleic acid extraction and diagnostic technologies. This curated selection from the Company’s robust portfolio of granted patents and patent applications reflects its commitment to advancing diagnostic precision and efficiency.

MicroGEM’s patents span diverse domains, from streamlined sample preparation to thermostable proteinase precision, seamless automation, versatility across sample types, and microfluidics integration, showcasing its dedication to revolutionising diagnostic workflows.

Within the realm of DNA analysis, microfluidics, and isothermal detection methods, the Company’s portfolio contributes significantly to clinical diagnostics, sample preparation, and nucleic acid extraction. Pioneering solutions such as non-contact infrared thermocycling, microfluidic optic design, and DNA analyzers exemplify MicroGEM’s cutting-edge impact on diagnostic technology. MicroGEM also has a broad thermal-driven microfluidic flow patent, making it a pioneer in this area of development by permitting efficient instrument operation by eliminating the need for pumps.

Moreover, the Company’s intellectual property extends to innovative solutions in isothermal detection methods, DNA amplification reactions, and purification techniques. These patents underscore MicroGEM’s inventive strides in enhancing diagnostic accuracy and streamlining nucleic acid extraction processes. Dive into the Company’s comprehensive technology portfolio, which includes patents covering non-contact infrared thermocycling, combined nucleic acid blocking, and microfluidic cartridge designs. Each patent represents a crucial building block in its commitment to precision and efficiency in diagnostic processes.

Detailed insights, full details and specifications on MicroGEM’s patents are available via a virtual data room.

Domain Name & Website Content

The Company holds the primary microgembio.com domain name.

The Company owns the copyright in the website content hosted at https://web.archive.org/web/20231112105627/https://microgembio.com/, showcasing the Company and its product offerings.

Microbiological Culture Collection

In collaboration with Skylarc Asset Realisation, Hilco is also seeking offers to acquire MicroGEM’s unique microbiological culture collection consisting of various extremophiles, including both thermophilic and psychrophilic bacteria, archaea and fungi collected across Antarctica and New Zealand, representing a source of discovery for enzymes, metabolites and therapeutics.

Equipment

A comprehensive range of specialised machinery used in manufacturing MicroGEM’s diagnostic products is also available to acquire, including various systems for the assembly and processing of MicroGEM saliva tubes, such as bar welding, heat shrinking for bottom and top connectors, gel dispensing, and more. Systems for saliva cup assembly are also available, including magnet assembly, guide press, and magnet press. Additional equipment includes multiple MicroGEM Lid Cells for lid placement and several MicroGEM Detection Cartridge filtering units. These machines represent a significant part of the infrastructure needed to produce MicroGEM’s diagnostic products.

Stock

The stock comprises a total of 558 units from 32 unique testing kits, with a market value of c. $984k. The stock is securely stored within the UK and comes with a 2-year expiry date.

Full details on the Company’s stock are available via a virtual data room.


*Please be advised that the portfolio offered in this sale includes assets which are subject to intellectual property rights or interests belonging to a cooperative third party (additional information regarding such third party interests will be included in the data room).  

Please be advised that the portfolio of patents to which the Company is named as an Assignee alongside others, may be subject to competing claims or interests by third parties.

The bidder acknowledges that Hilco acts solely as an agent for the Liquidator, facilitating the sale of only the right, title, and interest (if any) the Company possesses in the assets.

This sale is conducted without any warranties, expressed or implied. The information provided, including the ownership and validity of the patents and other intellectual property rights, has not been independently verified by Hilco or the Liquidator. Bidders are expected to conduct their own due diligence to assess the validity and extent of the Company’s rights in the assets.

The Liquidator and Hilco make no representations or guarantees regarding the completeness or accuracy of the information presented. By participating in this bidding process, bidders explicitly acknowledge their responsibility to carry out their own due diligence and are deemed to have done so.

Sale Process

Intellectual Property

Please register your interest and direct any questions in the first instance to Alexander Muir (+44 (0) 7593 562917, amuir@hilcoglobal.eu) of Hilco, who can facilitate access to further information.

Offers for the intellectual property assets are due Friday 8 March 2024 at 4pm GMT.

All expressions of interest and bids are to be directed to Hilco in writing. A Bid Submission Form is available on request. Please contact Hilco to gain access to a virtual data room of further information on signing a confidentiality agreement.

Microbiological Culture Collection

Please register your interest and direct any questions in the first instance to Alexander Muir (+44 (0) 7593 562917, amuir@hilcoglobal.eu) of Hilco, who can facilitate access to further information.

Equipment

Please register your interest and direct any questions in the first instance to Alexander Muir (+44 (0) 7593 562917, amuir@hilcoglobal.eu) of Hilco, who can facilitate access to further information.

Stock

Please register your interest and direct any questions to Myles Hall (+44 (0) 7513 830357, mhall@hilcoglobal.eu) or Alexander Muir (+44 (0) 7593 562917, amuir@hilcoglobal.eu) of Hilco, who can facilitate access to further information.

Key Terms & Conditions

The Liquidator acts as an agent of the Company and without personal liability.

The bidder acknowledges that Hilco acts as an agent for the Liquidator who offers for sale only what right, title and interest (if any) the Company possesses in the assets. Such sale will be without any warranties, expressed or implied. The information provided has not been verified by Hilco or the Liquidator and bidders are deemed to have carried out their own due diligence.

VAT, if applicable, at 20% will be added to the price. A non-refundable deposit of 20% will be payable by the buyer within 48 hours of bid acceptance. Legal completion to occur within 5 business days of bid acceptance. Hilco’s full Terms and Conditions apply.

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