ABII » Topics » Acquisition of Puerto Rico Manufacturing Facility

These excerpts taken from the ABII 10-K filed Mar 6, 2009.

Acquisition of Puerto Rico Manufacturing Facility

In February 2007, Old Abraxis completed the acquisition of the Pfizer Inc. Cruce Davila manufacturing facility in Barceloneta, Puerto Rico for $32.5 million in cash. This 56-acre site consists of a 172,000 square foot validated manufacturing plant with capabilities of producing EU- and US-compliant injectable pharmaceuticals, as well as protein-based biologics and metered-dosed inhalers. In addition, the acquisition included a state-of-the-art, computer-controlled 90,000 square foot active pharmaceutical ingredients manufacturing plant, and two support facilities with quality assurance and laboratories, totaling 262,000 square feet. Under the terms of the agreement, the active pharmaceutical ingredients plant is leased back to Pfizer. The acquisition was accounted for as an asset purchase, and the purchase price was allocated based upon independent fair values of the acquired assets. In connection with the 2007 separation, this entire facility was contributed to APP, and APP conveyed back to us the active pharmaceutical ingredients manufacturing plant currently leased to Pfizer. The property, plant and equipment and lease liability that was conveyed to us in 2008 has been included in our financial statements since the acquisition.

Acquisition of Puerto Rico Manufacturing Facility

In February 2007, Old Abraxis completed the acquisition of the Pfizer Inc. Cruce Davila manufacturing facility in Barceloneta,
Puerto Rico for $32.5 million in cash. This 56-acre site consists of a 172,000 square foot validated manufacturing plant with capabilities of producing EU- and US-compliant injectable pharmaceuticals, as well as protein-based biologics and
metered-dosed inhalers. In addition, the acquisition included a state-of-the-art, computer-controlled 90,000 square foot active pharmaceutical ingredients manufacturing plant, and two support facilities with quality assurance and laboratories,
totaling 262,000 square feet. Under the terms of the agreement, the active pharmaceutical ingredients plant is leased back to Pfizer. The acquisition was accounted for as an asset purchase, and the purchase price was allocated based upon independent
fair values of the acquired assets. In connection with the 2007 separation, this entire facility was contributed to APP, and APP conveyed back to us the active pharmaceutical ingredients manufacturing plant currently leased to Pfizer. The property,
plant and equipment and lease liability that was conveyed to us in 2008 has been included in our financial statements since the acquisition.

SIZE="2">Cenomed Joint Venture

In April 2007, we formed a joint venture with Cenomed, Inc. to create Cenomed BioSciences,
LLC. This venture is designed to further the research and development of novel drugs that interact with the central nervous system focused on psychiatric and neurological diseases, including the treatment of schizophrenia, neuroprotection, mild
cognitive impairment and memory/attention impairment associated with aging, attention deficit hyperactivity disorder and pain. Pursuant to the operating agreement, we agreed to contribute up to $6 million to the joint venture to fund the research
and development of these drugs. Cenomed BioSciences, LLC is consolidated in our financial statements.

This excerpt taken from the ABII 10-K filed Mar 31, 2008.

Acquisition of Puerto Rico Manufacturing Facility

In February 2007, Old Abraxis completed the acquisition of the Pfizer Inc. Cruce Davila manufacturing facility in Barceloneta, Puerto Rico for $32.5 million in cash. This 56-acre site consists of a 172,000 square foot validated manufacturing plant with capabilities of producing EU- and US-compliant injectable pharmaceuticals, as well as protein-based biologics and metered-dosed inhalers. In addition, the acquisition included a state-of-the-art, computer-controlled 90,000 square foot active pharmaceutical ingredients manufacturing plant, and two support facilities with quality assurance and laboratories, totaling 262,000 square feet. Under the terms of the agreement, the active pharmaceutical ingredients plant is leased back to Pfizer. The acquisition was accounted for as an asset purchase, and the purchase price was allocated based upon independent fair values of the acquired assets. In connection with the separation, this entire facility was contributed to APP, and APP has agreed to convey back to us the active pharmaceutical ingredients manufacturing plant currently leased to Pfizer. The property, plant and equipment and lease liability that is to be conveyed to us in 2008 has been included in our financial statements since the acquisition.

This excerpt taken from the ABII 10-Q filed Dec 20, 2007.

Acquisition of Puerto Rico Manufacturing Facility

In February 2007, Old Abraxis completed the acquisition of the Pfizer Inc. Cruce Davila manufacturing facility in Barceloneta, Puerto Rico for $32.5 million in cash. This 56-acre site consists of a 172,000 square foot validated manufacturing plant with capabilities of producing EU- and US-compliant injectable pharmaceuticals, as well as protein-based biologics and metered-dosed inhalers. In addition, the acquisition included a state-of-the-art, computer-controlled 90,000 square foot active pharmaceutical ingredients manufacturing plant, and two support facilities with quality assurance and laboratories, totaling 262,000 square feet. Under the terms of the agreement, the active pharmaceutical ingredients plant is leased back to Pfizer. The acquisition was accounted for as an asset purchase, and the purchase price was allocated based upon independent fair values of the acquired assets. In connection with the separation, this entire facility was contributed to APP, but APP has agreed to convey back to us the active pharmaceutical ingredients manufacturing plant currently leased to Pfizer.

This excerpt taken from the ABII 8-K filed Nov 8, 2007.

Acquisition of Puerto Rico Manufacturing Facility

In February 2007, Abraxis BioScience, Inc. completed the acquisition of the Pfizer Inc. Cruce Davila manufacturing facility in Barceloneta, Puerto Rico for $32.5 million in cash. This 56-acre site consists of a 172,000 square foot validated manufacturing plant with capabilities of producing EU- and US-compliant injectable pharmaceuticals, as well as protein-based biologics and metered-dosed inhalers. In addition, the acquisition included a state-of-the-art, computer-controlled 90,000 square foot active pharmaceutical ingredients manufacturing plant, and two support facilities with quality assurance and laboratories, totaling 262,000 square feet. New Abraxis was allocated approximately 90,000 square feet of the facility, accounting for approximately $7.6 million of the purchase price. Under the terms of the agreement, New Abraxis has leased its portion of the facility back to Pfizer through February 2012.

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