HealthLinx LimitedABN 88 098 640 352576 Swan Street Richmond VIC...

HealthLinx Limited
ABN 88 098 640 352
576 Swan Street Richmond VIC 3121
Telephone: +61 3 9208 4200 I Facsimile: +61 3 9208 4201
www.healthlinx.com.au
SALE OF INTELLECTUAL PROPERTY
Presence in US Market for HealthLinx Assets
3rd August 2012, Melbourne: The Board of Healthlinx Limited (ASX:HTX) is pleased to advise the market that
it has today entered into a conditional binding Heads of Agreement to effect the sale of the majority of the
Intellectual Property assets currently owned by HealthLinx, including its OvPlex™ Ovarian Cancer Diagnostic,
to Mane Cancer Diagnostics, Inc (“Mane”). Mane, headquartered in San Diego, California USA is a privately
held diagnostics company with a focus on developing and marketing diagnostic products for unmet oncology
indications that affect men and women. The company is scheduled to list on NASDAQ during the fourth quarter
of 2012.
Key elements of the IP Sale Heads of Agreement in respect of the transaction are:
• Mane will acquire the majority of HealthLinx’s IP and existing commercial and distribution agreements
including those pertaining to OvPlex™ in exchange for cash and script in Mane;
• The IgY assets have been excluded from this transaction and will be retained by HealthLinx which will
continue its business of developing best practice diagnostics that detect and monitor diseases.
• Prior to Healthlinx selling, licensing or assigning the IgY assets to a third-party, it must first offer the IgY
assets to Mane on no less favorable terms.
• Healthlinx will receive from Mane common stock representing 30% of the outstanding common stock on
closing and a cash payment of US$250,000. Mane has valued the HealthLinx assets at $6.25m for the
purposes of the transaction;
• The IP Sale Heads of Agreement is conditional upon Mane listing on NASDAQ prior to 24 December 2012
and completing a capital raise of no less than US$5.5 million in cash;
• The transaction is subject to final due diligence by both parties, definitive agreements and closing
adjustments and conditions as customary for a transaction of this nature;
• The IP Sale and related matters will require approval of the HealthLinx and Mane shareholders;
• Immediately following the closing of the IP Sale, the board of directors of Mane will consist of one Director
nominated by HealthLinx and four current Mane Directors;
• Following the acquisition, Mane will focus its efforts on completing necessary studies and approvals
(including FDA) to enable the marketing and sale of OvPlex™ in the United States and other jurisdictions.
“This IP Sale is an exciting opportunity for HealthLinx," said Professor Greg Rice, Chairman. "It will enable the
company’s assets to be commercialised in the United States (US) where the biggest opportunity for these
assets exists, and which has been a long-standing objective of the Company. We are delighted with the asset
growth opportunity that the Mane transaction represents for our shareholders, by having direct access to
funding in the US financial markets and navigating through the FDA regulatory pathway. We believe this allows
HealthLinx shareholders the best available opportunity of realising potential future value from the IP that they
have helped to create. Key to this is that Mane will be adequately funded and well capitalised with over $5m
starting cash at bank to deliver on future milestones”.
Gleneagle Securities (Aust) Pty Ltd is acting as adviser to Healthlinx.
Enquiries
Greg Rice - Chairman (HealthLinx Limited) +61 3 9208 4200
HealthLinx Limited
ABN 88 098 640 352
576 Swan Street Richmond VIC 3121
Telephone: +61 3 9208 4200 I Facsimile: +61 3 9208 4201
www.healthlinx.com.au
About Mane Cancer Diagnostics Inc.
Mane Cancer Diagnostics Inc, leverages its experience and knowledge in the fight against cancer detection in
unmet oncology indications that affect men and women. Mane has assembled an experienced team of
biotechnology entrepreneurs, investors, clinicians, regulatory, scientific and sales professionals with a proven
track record in launching oncology products.
Mane Executive Chairman, Evan Levine, commented, "A NASDAQ listing provides Mane with access to the
largest healthcare capital market in the world and will enable us to execute our business model and derive
maximum value from OvPlex™ in the fight against the detection of Ovarian Cancer. A disease that affects more
than 25,000 women in the United States alone each year. We believe this is a necessary step to increase our
options for the development and commercialisation of our product portfolio, ultimately generating significantly
greater value recognition of our product portfolio for our shareholders."
Mane expects to close the IP Sale with HealthLinx in the fourth quarter of 2012 after receipt of approval by both
HealthLinx’s and Mane’s shareholders subject to Mane’s listing on NASDAQ.