LONDON (ShareCast) - (ShareCast News) - Contract research organisation Venn Life Sciences announced on Tuesday that its wholly owned subsidiary, Venn Life Sciences Limited, has entered into a conditional agreement under which it and Lynchwood Nominees Limited, as custodian for the Helium Rising Stars Fund, would sell the entire issued share capital of Innovenn UK Limited for a total consideration of up to £4.74m.
The AIM-traded firm said consideration for Innovenn has been agreed at £4,740,000, subject to adjustment depending on the level of Innovenn' s current liabilities as at completion.

Part of the consideration for the sale will be settled by the assumption by Integumen of £146,032 of Innovenn's debt, with the balance of £4,593,968 being settled by the allotment of ordinary shares of £1.00 each in the capital of Integumen at par credited as fully paid.

At completion an initial sum of £3,675,174 will be settled by the issue of ordinary shares in the capital of Integumen proportionately to Venn and Helium Rising Star Fund, with further shares being issued to Venn and the Helium Rising Star Fund once the level of current liabilities has been ascertained.

Under the terms of the agreement, Venn has given Integumen customary warranties and indemnities in respect of Innovenn's business and assets.

"As shareholders know, Innovenn has made significant progress in moving from its development phase into commercialisation and that it was our intention to set this business on an independent footing, with its own source of funding and a value that can be clearly established," said Venn CEO Tony Richardson.

"This transaction will also allow the strong performance of Venn's core CRO business to be seen more clearly."

At 1039 BST, shares in Venn Life Sciences were up 3.95% at 23p.

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