This excerpt taken from the NEOG 8-K filed Jul 6, 2005.
Item 1.01 Entry into a Material Definitive Agreement
On July 6, 2005, Neogen Corporation together with its subsidiaries, (the Company) issued a press release announcing that the Company has entered into an agreement to purchase the assets of the dairy antibiotic testing business of Brussels, Belgium-based UCB. Closing, subject to customary closing conditions, is expected to take place late in calendar 2005. A copy of the press release is attached as Exhibit 99.1 to this report. There is no relationship between UCB and the Company.
Consideration for the acquisition, which was determined through arms length negotiations and subject to certain additional post closing adjustments, is $14.7 million in cash and potential future performance-based compensation. No liabilities will be assumed in the transaction. The source of the cash consideration is expected to be available cash balances and borrowings under the Companys existing credit facility.
Sales of the business, 90% of which are outside of North America, were approximately $9.0 million US in UCBs most recent fiscal year.