- Prenetics' mission is to disrupt and decentralise the
healthcare industry with a global opportunity of over US$1.3 trillion.
- Prenetics' multi-product healthcare ecosystem strategy is
driven by prevention focused genomic testing, rapid diagnostics for
COVID-19 and infectious diseases, and colorectal cancer screening.
To date, Prenetics has performed more than 5 million tests
globally.
- Significant synergies with Adrian
Cheng's network of millions of members spanning across
retail, hospitality, healthcare, property and other sectors.
- The transaction values Prenetics at an enterprise value of
US$1.25 billion with a combined
equity value of approximately US$1.7
billion.
- Total cash proceeds are expected to be up to US$459 million, including a fully committed PIPE
and forward purchase agreements of US$120
million from Aspex, PAG, Lippo, Dragonstone, Xen Capital and
others, and up to US$339 million of
cash currently held in the trust account of Artisan Acquisition
Corp.
- Proceeds will allow Prenetics to continue its significant
growth trajectory and will be used for strategic acquisitions,
R&D, product roll out and geographic expansion into
the United States, EMEA and
Southeast Asia.
HONG KONG, Sept. 15, 2021
/PRNewswire/ -- Prenetics Group Limited ("Prenetics" or
the "Company"), a global leader in genomic and diagnostic testing,
and Artisan Acquisition Corp. (Nasdaq: ARTAU, "Artisan"), a special
purpose acquisition company privately founded by renowned cultural
entrepreneur Adrian Cheng, announced
today they have entered into a definitive merger agreement. Through
combining with Artisan, Prenetics will draw upon Adrian's
well-diversified business portfolio across retail, hospitality,
healthcare, property and other strategic businesses, providing
tremendous opportunities for closely aligned partnerships and
allowing Prenetics to substantially expand its platform.
The transaction values Prenetics at an enterprise value of
US$1.25 billion with a combined
equity value of approximately US$1.7
billion, making Prenetics the first unicorn from
Hong Kong to be publicly listed in
any market.
Today, Prenetics is the #1 genomics and diagnostics testing
company in Hong Kong and the
United Kingdom. Prenetics has
grown significantly since it was founded in 2014. Its revenue is
projected to grow at 215% year-on-year from US$65 million in 2020 to US$205 million in 2021. Going forward, the
Company is expected to continue its significant revenue growth
trajectory with projected annual revenues of more than US$600 million in 2025.
With a world-class leadership team of tech, biotech and
healthcare pioneers led by serial entrepreneur Danny Yeung, Prenetics is disrupting,
decentralizing and reimagining the global US$1.3 trillion healthcare market through strong
R&D and product innovation.
Most recently, Prenetics launched Circle HealthPod in
Hong Kong, a CE-IVD point-of-care
diagnostics and at-home rapid detection health monitoring system
for infectious diseases, starting with COVID-19 and with R&D
development work having begun on tests for influenza and STDs. With
technology developed at the University of
Oxford, individuals are provided with laboratory PCR-quality
results in just 20 minutes on the device or on a smartphone,
wherever they may be. Prenetics is seeking to get
USA FDA EUA approval for the
Circle HealthPod by Q1 2022. This aligns with President Biden's
comments on 9 September regarding the importance of rapid and
at-home COVID-19 tests in managing the pandemic, with about 277
million tests in supply this month, and with a further need by
manufacturers to ramp up testing capacity. Prenetics is increasing
its manufacturing capability to be able to meet increased global
demand. Prenetics believes the Circle HealthPod is a game-changer
for the healthcare industry with the only global comparable in
molecular point-of-care testing being Cue Health, which has
recently filed for an IPO on Nasdaq.
Danny Yeung, CEO and
Co-Founder, Prenetics said, "This announcement is a
significant milestone for Prenetics and for Hong Kong entrepreneurs. Our goal is to
decentralize healthcare by bringing it closer to millions of
patients globally. I am humbled and honoured by Adrian's trust in
us, and we look forward to continuing to work closely across his
extensive business network to deliver on the massive potential
which exists to disrupt the healthcare market. With a strong
existing business, an exciting product pipeline, and a clear
M&A acquisition strategy for USA geographical expansion, we have
first-mover advantage and are well-positioned for our next chapter
of growth."
Adrian Cheng, Founder of
Artisan, said, "It was our core mission to seek out a high
impact and high growth global company, and I am very pleased that
we have found it with Prenetics. Danny has built a superb business
with an inspirational team at all levels. I am also proud to
support Prenetics in being the first Hong
Kong unicorn to go public and to support local
entrepreneurship. We share the vision to provide easily accessible
and decentralized healthcare services to millions of people
globally. I look forward to this ongoing partnership and, together,
creating greater shared value for all."
Prenetics has a strong track record in commercializing
frontier science
Prenetics has a proven track record in transforming frontier
sciences into commercial products and solutions with a focus on
prevention, diagnostics and personalized care to meet new market
demand. Prenetics' current product portfolio includes:
- CircleDNA
-
- World's most comprehensive consumer DNA test with whole exome
sequencing technology providing more than 500+ valuable health
reports
- Circle HealthPod
-
- A CE-IVD point-of-care diagnostics and at-home rapid detection
health monitoring system for infectious diseases, currently for
COVID-19 and with R&D work underway for influenza and STDs,
which will be rolled out in 2022
- Technology developed at University of
Oxford, with laboratory PCR quality results available in
just 20 minutes on the device or on a smartphone
- Project Screen
-
- One-stop laboratory PCR testing solution for COVID-19 testing
that provides testing services to up to 3,000 players and staff of
the English Premier League on a regular basis
- More than 5 million Covid-19 tests performed to-date; with
clients including the Hong Kong
government, Hong Kong
International Airport, London Heathrow Airport, and several global
corporates including Virgin Atlantic, Carnival Cruise Line, and Sky
TV.
Strong R&D, robust product pipeline and geographical
expansion to offer substantial growth potential
Prenetics has strong R&D and product innovation capabilities
backed by an experienced in-house R&D team led by scientists
from academia and prior roles with other prominent healthcare
companies, such as Exact Sciences and EverlyWell. In addition,
Prenetics has a strategic multi-year R&D collaboration with the
University of Oxford which focuses on
the development of molecular diagnostics and new assays (e.g.,
infectious disease, STDs).
The Company has a robust disruptive product pipeline with
sizeable addressable markets, and is planning the launch of at
least one key product each year for the next few years,
including:
- Non-invasive colon cancer stool DNA test, ColoClear, in 2022.
ColoClear is the only cancer screening test approved by the NMPA.
With the huge success of Exact Sciences' ColoGuard product in the
USA, Prenetics will look to
replicate its proven success in Hong
Kong and Southeast
Asia.
- At-home blood testing, Circle Snapshot, in 2022. With an
innovative approach to collecting blood through a painless
collection device, Circle Snapshot is expected to enable routine
health checks to be performed at-home. Circle Snapshot's launch
geographies are expected to be Hong
Kong, the United Kingdom,
Southeast Asia and the United States.
- Genetic testing, Circle Medical for physicians, in 2023. With
the success of CircleDNA for consumers, Circle Medical will be a
physician only product to specifically cater to a physician's
specialty such as heart health, carrier screening and more. While
Invitae has pioneered medical genetic testing in the USA, Prenetics looks to do the same in
Hong Kong, the United Kingdom and in Southeast Asia.
Transaction overview
Artisan entered into a definitive agreement to combine with
Prenetics. The transaction values Prenetics at an enterprise value
of US$1.25 billion with a combined
equity value of approximately US$1.7
billion.
Upon completion of the transaction, estimated to be in the
fourth quarter of 2021 or the first quarter of 2022, the combined
company ("PubCo")'s securities will be traded on the Nasdaq under
the ticker symbol "PRE".
As part of the transaction, Prenetics' existing equity holders
will roll 100% of their equity into PubCo, demonstrating their
continued commitment to Prenetics growth strategy.
Prenetics will receive proceeds of up to US$459 million in cash, including the
contribution of up to US$339 million
of cash currently held in Artisan's trust account, a fully
committed PIPE and forward purchase agreements of US$120 million from Aspex, PAG, Lippo,
Dragonstone, Xen Capital and others.
Advisors
UBS Securities LLC is acting as sole financial advisor and
exclusive capital markets advisor to Artisan. Citigroup Global
Markets Asia Limited is acting as sole financial advisor to
Prenetics.
UBS Securities LLC, Citigroup Global Markets Inc., Credit Suisse
Securities (USA) LLC and China
International Capital Corporation Hong Kong Securities Limited are
serving as placement agents on the PIPE. Skadden, Arps, Slate,
Meagher & Flom LLP is serving as international legal counsel,
and Mourant is serving as Cayman legal counsel, to Prenetics.
Kirkland & Ellis LLP is serving as international legal counsel,
and Appleby is serving as Cayman legal counsel, to Artisan.
Shearman & Sterling LLP is serving as international counsel to
the placement agents. KPMG LLP is serving as the auditor to
Prenetics.
Investor Presentation
The investor presentation and an investor webcast hosted by the
management teams of Prenetics and Artisan discussing the proposed
business combination can be accessed by visiting:
https://www.prenetics.com/investors.
Prenetics and Artisan will also file the presentation with the
SEC as an exhibit to a Current Report on Form 8-K, which can be
viewed on the SEC's website at www.sec.gov.
About Prenetics
Founded in 2014, Prenetics is a global leader in genomic and
diagnostic testing that is disrupting and decentralising healthcare
with a focus on prevention, diagnostics and personalized care.
Prenetics is led by serial entrepreneur, Danny Yeung, and operational in 10 countries
with a team of over 700. Prenetics develops consumer genetic
testing and early colorectal cancer screening; provides COVID-19
testing, rapid point of care and at-home diagnostic testing and
medical genetic testing; Prenetics has received strategic funding
from Prudential, Alibaba Group, Apis Partners, Beyond Ventures,
Gobi Partners and more.
About Artisan
Artisan is a special purpose acquisition company incorporated in
the Cayman Islands for the purpose
of effecting a merger, share exchange, asset acquisition, share
purchase, reorganization or similar business combination with one
or more businesses or entities. The company searches globally for a
target with operations or prospects focusing on high-growth
healthcare, consumer and technology sectors, and companies that it
believes can be well-positioned for success in Greater China.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act and Section 21E of
the Exchange Act that are based on beliefs and assumptions and on
information currently available to Artisan and Prenetics, and also
contains certain financial forecasts and projections.
All statements other than statements of historical fact
contained in this press release, including, but not limited to,
statements as to future results of operations and financial
position, Prenetics' plans for new product development and
geographic expansion, objectives of management for future
operations of Prenetics, projections of market opportunity and
revenue growth, competitive position, technological and market
trends, the sources and uses of cash from the proposed transaction,
the anticipated enterprise value of PubCo following the
consummation of the proposed transaction, anticipated benefits of
the proposed transaction and expectations related to the terms of
the proposed transaction, are also forward-looking statements. In
some cases, you can identify forward-looking statements by the
following words: "may," "will," "could," "would," "should,"
"expect," "intend," "plan," "anticipate," "believe," "estimate,"
"predict," "project," "potential," "continue," "ongoing," "target,"
"seek" or the negative or plural of these words, or other similar
expressions that are predictions or indicate future events or
prospects, although not all forward-looking statements contain
these words. These statements are based upon estimates and
forecasts and reflect the views, assumptions, expectations, and
opinions of Artisan and Prenetics, which involve risks,
uncertainties and other factors that may cause actual results,
levels of activity, performance or achievements to be materially
different from those expressed or implied by these forward-looking
statements. Any such estimates, assumptions, expectations,
forecasts, views or opinions, whether or not identified in this
press release, should be regarded as indicative, preliminary and
for illustrative purposes only and should not be relied upon as
being necessarily indicative of future results. Although each of
Artisan, Prenetics and PubCo believes that it has a reasonable
basis for each forward-looking statement contained in this press
release, each of Artisan, Prenetics and PubCo caution you that
these statements are based on a combination of facts and factors
currently known and projections of the future, which are inherently
uncertain. In addition, there will be risks and uncertainties
described in the proxy statement/prospectus on Form F-4 relating to
the proposed transaction, which is expected to be filed by PubCo
with the SEC and other documents filed by Artisan or PubCo from
time to time with the SEC. These filings may identify and address
other important risks and uncertainties that could cause actual
events and results to differ materially from those expressed or
implied in the forward-looking statements. Forward-looking
statements in this press release include statements regarding the
proposed transaction, including the timing and structure of the
transaction, the proceeds of the transaction and the benefits of
the transaction. Neither Artisan, Prenetics nor PubCo can assure
you that the forward-looking statements in this press release will
prove to be accurate. These forward-looking statements are subject
to a number of risks and uncertainties, including the ability to
complete the business combination due to the failure to obtain
approval from Artisan's shareholders or satisfy other closing
conditions in the business combination agreement, the occurrence of
any event that could give rise to the termination of the business
combination agreement, the ability to recognize the anticipated
benefits of the business combination, the amount of redemption
requests made by Artisan's public shareholders, costs related to
the transaction, the impact of the global COVID-19 pandemic, the
risk that the transaction disrupts current plans and operations as
a result of the announcement and consummation of the transaction,
the outcome of any potential litigation, government or regulatory
proceedings and other risks and uncertainties, including those to
be included under the heading "Risk Factors" in the registration
statement on Form F-4 to be filed by PubCo with the SEC and those
included under the heading "Risk Factors" in the final prospectus
of Artisan dated May 13, 2021 and in
its subsequent quarterly reports on Form 10-Q and other filings
with the SEC. In light of the significant uncertainties in these
forward-looking statements, you should not regard these statements
as a representation or warranty by Artisan, Prenetics, PubCo, their
respective directors, officers or employees or any other person
that Artisan, Prenetics or PubCo will achieve their objectives and
plans in any specified time frame, or at all. The forward-looking
statements in this press release represent the views of Artisan,
Prenetics and PubCo as of the date of this press release.
Subsequent events and developments may cause those views to change.
However, while Artisan, Prenetics and PubCo may update these
forward-looking statements in the future, Artisan, Prenetics and
PubCo specifically disclaim any obligation to do so, except to the
extent required by applicable law. You should, therefore, not rely
on these forward-looking statements as representing the views of
Artisan, Prenetics or PubCo as of any date subsequent to the date
of this press release. Accordingly, undue reliance should not be
placed upon the forward-looking statements.
Important Additional Information Regarding the Transaction
Will Be Filed With the SEC
In connection with the proposed transaction, PubCo will file a
registration statement on Form F-4 with the SEC that will include a
prospectus with respect to PubCo's securities to be issued in
connection with the proposed transaction and a proxy statement with
respect to the shareholder meeting of Artisan to vote on the
proposed transaction. Shareholders of Artisan and other interested
persons are encouraged to read, when available, the preliminary
proxy statement/prospectus as well as other documents to be filed
with the SEC because these documents will contain important
information about Artisan, Prenetics and PubCo and the proposed
transaction. After the registration statement is declared
effective, the definitive proxy statement/prospectus to be included
in the registration statement will be mailed to shareholders of
Artisan as of a record date to be established for voting on the
proposed transaction. Once available, shareholders of Artisan will
also be able to obtain a copy of the F-4, including the proxy
statement/prospectus, and other documents filed with the SEC
without charge, by directing a request to: Artisan Acquisition
Corp., Room 1111, New World Tower 1, 18 Queen's Road, Central,
Hong Kong. The preliminary and
definitive proxy statement/prospectus to be included in the
registration statement, once available, can also be obtained,
without charge, at the SEC's website (www.sec.gov).
Participants in the Solicitation
Artisan, Prenetics and PubCo and their respective directors and
executive officers may be considered participants in the
solicitation of proxies with respect to the potential transaction
described in this press release under the rules of the SEC.
Information about the directors and executive officers of Artisan
and their ownership is set forth in Artisan's filings with the SEC,
including its final prospectus dated May 13,
2021 and subsequent filings on Form 10-Q and Form 3.
Additional information regarding the persons who may, under the
rules of the SEC, be deemed participants in the solicitation of
Artisan's shareholders in connection with the potential transaction
will be set forth in the registration statement containing the
preliminary proxy statement/prospectus when it is filed with the
SEC. These documents are available free of charge at the SEC's
website at www.sec.gov or by directing a request to Artisan
Acquisition Corp., Room 1111, New World Tower 1, 18 Queen's Road,
Central, Hong Kong.
No Offer or Solicitation
This press release is not a proxy statement or solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the potential transaction and does not constitute an
offer to sell or a solicitation of an offer to buy any securities
of Artisan, Prenetics or PubCo, nor shall there be any sale of any
such securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such state or
jurisdiction. No offer of securities shall be made except by means
of a prospectus meeting the requirements of the Securities Act.
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SOURCE Prenetics