Integumen License Ageement

Integumen License Ageement

Joining forces with Integumen for sales of Omega 3 and bioplastics

Today, Cellulac announces that it has signed Heads of Terms to enter into a commercial technology agreement with Integumen (LSE: SKIN). In addition, Integumen has conditionally agreed to acquire 9.35% of the issued shares of Cellulac. Gerard Brandon and Camillus Glover, Chief Executive Officer and Chief of Operations of Cellulac respectively, will join the Board of Integumen and take up management in parallel roles to those held in Cellulac.

Gerard Brandon (Chairman & CEO of Cellulac) commented:

“Cellulac has novel technology and IP with commercial traction. The marriage of this technology and Integumen’s consumer presence online and in other retailers will create a supply source to customer supply chain of natural oils and biodegradable plastic ingredients to a number of sectors.

The environmental impact of single-use plastics is well documented and increasing awareness of the harm it is causing to our planet has driven governments, companies, and individuals to abandon the use of these materials and seek alternative solutions. We believe we are strongly placed to provide an effective and more eco-friendly solution.”

Tony Richardson (Chairman of Integumen) commented:

“The Board acknowledges the challenges Integumen has faced in generating returns for shareholders. We have been working hard to identify the best route forward and we believe acquiring a stake in Cellulac presents a number of opportunities to accelerate revenue generation. The economic and environmental drivers of biodegradable plastics are compelling driven by the global attitudinal shift against single-use plastics, creating strong potential demand for Cellulac’s products. We believe the actions we are taking will position us well for the future.

The wealth of experience and expertise that Gerard Brandon and Camillus Glover bring to their respective new roles of Chief Executive Officer and Chief Operations Officer at Integumen, I believe, will see accelerated growth across the business.”

Full details of the announcement can be seen on the London Stock Exchange website here

Integumen License Ageement

Integumen License Ageement

Today, Cellulac announces that it has signed Heads of Terms to enter into a commercial technology agreement with Integumen (LSE: SKIN). In addition, Integumen has conditionally agreed to acquire 9.35% of the issued shares of Cellulac. Gerard Brandon and Camillus...

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Cellulac Formally Requests Metabolix Shareholders to Consider Merger Proposal

Cellulac Formally Requests Metabolix Shareholders to Consider Merger Proposal

Cellulac Formally Requests Metabolix Shareholders to Consider Merger

Cellulac merger proposal to Metabolix worth $40m in assets and offtake agreement of $38m rejected in favor of closing biopolymer business and spending $35m over 7 years on crop science project with no revenue.

 

DEAR METABOLIX SHAREHOLDERS

 

me

London, UK. 25th July, 2016: Cellulac plc (@cellulac), is an industrial biochemicals investment technology company. Cellulac have been interested in Metabolix Inc., ($MBLX) for some time and after their announcement, in May 2016, of a strategic review, Cellulac made a formal proposal via the CEO to merge both companies. The proposal meant Cellulac would contribute industrial scale production assets with biochemical and biopolymer capacity, independently valued at up to $40m. In addition, terms for a manufacturers licensing agreement of the combined Metabolix and Cellulac biopolymer assets with access to debt and equity funding from Cellulac assets and shareholders for a commercially focused growth strategy of the enlarged entity.

 

The Board of Directors of Metabolix decided the $40m merger offer was not important enough to inform shareholders

 

A merger with Cellulac, based on the biopolymer intellectual property and associated institutional knowledge, would reduce Metabolix development overhead to a more manageable level where manufacturing license fees and future royalties would transform Metabolix, for the first time in 24 years, into a profitable part of an enlarged bio-based company. Synergies would contribute shared management and development costs across a larger corporate group, multiple revenue streams comprising of production equipment installations, recurring revenue from biochemical production, manufacturing product licensing agreements, process licensing with biopolymer offtake agreements worth $38m already in place.

 

Right up to July 2016, Metabolix continued to burn $2m a month. This was no surprise considering the content of the presentation at the Roth Investor Conference on the 15th March 2016 and reiterated in the year-end report later that month.

 

March 29th Metabolix conference call to investors the CEO stated:

 

“Looking ahead the company is turning its attention to the next step, moving from commercial pilot-scale operations to a commercial-scale specialties business”.

 

Yet within 7 weeks Metabolix had sold the exclusive global rights and future royalties on PHA use in medical devices for the price of less than one month’s burn rate.

 

Astonishingly, after wasting 2 months and what appears to be a further $4m in costs, the Metabolix Board declined the Cellulac merger offer.

 

The Board of Metabolix has been responsible for:

 

  1. The supervision, over 24 years, of $326m invested by shareholders in biopolymer research and development
  2. Appointing the current CEO in January 2014
  3. Raising and overseeing the current CEO spend $40m on the biopolymer business
  4. Presiding over an 89% drop in shareholder value in the last 30 months; and
  5. A 99% drop from all-time high
The same Board has now decided to:

 

  1. Write off the entire biopolymer business
  2. Dismiss 48 people relating to the biopolymer business
  3. Pursue a path of further shareholder value destruction in questionable scientific research for the next 7 years as a public company.
In a written note a former Metabolix Senior Scientist said:

 

In the case of PHA producing plants the PHA content in one leaf could not represent the low overall content of PHA in the biomass. Many public presentations were not telling the exact picture, but rather the ‘nice numbers’. As a scientist I always challenged this phenomena. The plant project today is on the table for rapid growing biomass. But knowing the rate limiting factors in growing plants it will not solve the world problems…

Cellulac Core Terms

 

  1. Cellulac merge on a 50/50% share for share basis with Metabolix
  2. The immediate cessation of the current business model of Metabolix avoiding further unnecessary expenditure
  3. The restructuring/divestment of the high R&D overhead and associated costs of Metabolix
  4. The business model focused on the commercial activities at the core of Cellulac technology
  5. Metabolix is renamed Cellulac to indicate a change of business model away from the R&D to a commercially focused Company
Questions for the Board

 

 

I have three questions for the Metabolix Board of directors:

 

  1. Why did you decline a merger proposal, without informing shareholders, valuing Metabolix in excess of $35m offering industrial scale biochemical and future biopolymer production capacity, access to asset backed debt and equity funding for commercial growth delivering multiple revenue streams from a combined technology platform that would make Metabolix a profitable contributor of the enlarged corporate entity?
  2. Was there a Board decision in May 2016 to close the biopolymer business when the Board signed off on the sale of patents for the exclusive global use of PHA in the high margin medical device sector for $2m, and if so, why was management allowed to burn through another $4m until the end of July 2016?
  3. Why are you willing to subject shareholders to 7 more years of equity value destruction by dilution, at $5m costs a year, with no foreseeable revenues, in an early stage research and development project, other than for survival with access to government grants?
In Closing

 

 

In my opinion, by declining the offer from Cellulac, current management and Metabolix Board demonstrate a complete lack of business acumen or commercial vision. Displaying utter contempt for shareholder value they are adopting a strategy that requires investment of $35m over the next 7 years leading to further destruction in equity value with no visibility of revenue, other than government grants.

 

It is incumbent upon the Board members, but especially Independent Directors, majority and minority shareholders to immediately review the reasons for this illogical decision and become vocal about Cellulacs’ offer that adds $40m in biochemical and biopolymer assets for commercial scale production and manufacturer licensing and offtake agreements. This is likely to be the last opportunity to transform Metabolix, a 24 year loss making company, into part of a high growth enlarged group with multiple revenue streams for biochemicals and biopolymers, which would be cash generative this year.

Gerard Brandon
Chief Executive

 

Address

Registered Office

Finsgate, 5-7 Cranwood Street, London EC1V 9LH

Call us from UK +44 (122) 392 6660

Call us from US +1 (310) 421 2910

NOTES TO EDITORS:

 

Cellulac is an industrial biochemicals investment technology company that collaborates with, and acquires, companies to exploit the combined production, intellectual property assets and institutional knowledge. We out-license non-core technology and expertise in exclusive and non-exclusive agreements, while at the same time, developing and extracting maximum value from the remaining core production and intellectual property assets that we acquire.

 

We seek to identify enzyme, bacteria, chemical process, fluid dynamic, electrical and software engineering efficiency opportunities within the bio-industrial technology sector that offer management synergies and hybrid integration and value added benefits to our existing technology platform. Such various technology combinations deliver valuable additions to production processes, improving margins and reducing costs in the bio-fuel and bio-chemical sector.

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5 year, €35m Pharmafilter Partnership with Cellulac

5 year, €35m Pharmafilter Partnership with Cellulac

5 Year, €35m Pharmafilter Offtake Agreement for Bioplastic Ingredients

Partnership delivers 2nd generation bioplastics supply chain solution for hospitals

 

Dundalk, Ireland and Amsterdam, The Netherlands, 30th March 2015: Cellulac, the industrial biochemicals company, and Pharmafilter, a provider of integrated waste management infrastructure for dealing with complex waste, are delighted to announce a commercial partnership to deliver the first vertically integrated, supply chain solution for energy and wastewater recovery in hospitals.

 

main-tanks-corner52bda811c4a7f.jpgCellulac’s environmentally-benign, low-cost production bioplastic process uses 2nd generation dairy and agriculture feedstocks. Through this commercial partnership, cellulac will produce up to 90% of the core ingredients for disposable single-use items and personal hygiene products compatible with the Pharmafilter recovery system in hospitals. This partnership is a template for collaboration, development, and implementation of end-to-end solutions for advances in technology for the bio-economy.

 

Gerard Brandon, CEO of Cellulac

The Pharmafilter alliance with Cellulac is a classic definition of the bio-economy. Producing, at volume, our low-cost, thermostable and high strength bioplastics for a technology partner would be a significant development alone. However, it becomes transformative when combined with Pharmafilter’s hospital recovery system which is capable of recapturing energy and cleaning wastewater in a safe and environmentally friendly way. Our partnership creates a low cost, vertically integrated supply chain solution that has a low carbon footprint and is environmentally friendly, positioning both cellulac and Pharmafilter as lynchpins in a circular bio-based economy.

Eduardo Van Den Berg Founder and CEO of

 

Our innovative solution solves waste, wastewater and safety problem for hospitals by removing complex waste, sewage and wastewater streams emanating from hospitals. Central to this solution is the requirement to secure a sustainable low cost and low carbon, high energy, end-of-life solution for single use bioplastics. cellulac’s innovative production and operational cost base opens the door for Pharmafilter to meet those targets and we look forward to rolling out the products over the next few years.

 


About Pharmafilter BV

Pharmafilter

Pharmafilter represents a change that positively enhances the work environment, patient safety, and care. It is an environmentally friendly way of dealing with the complex waste, sewage and wastewater streams emanating from hospitals that would normally be contaminated with high concentrations of pharmaceuticals, such as antibiotics, painkillers, toxic substances, heart medicines and contrast media. Through urine and feces, these substances are discharged to the wastewater system and despite excellent biological treatment in wastewater treatment plants, eventually discharged into surface water.

 

Logistically and historically, waste in hospitals is removed and separated into various categories. This activity requires both significant staffing hours, physical infrastructure and recording of waste types. This process requires the use of sorting rooms, internal, external storage and transporting waste through public corridors and lifts. The core benefits are:

 

  1. The on-site plant produces its own electricity and recovers the water to the quality that can be reused in the hospital. It reduces mixed waste (including hazardous) by 50% of the volume including 90% of organic waste representing another cost benefit.
  2. It is a thoroughly integrated waste management system that delivers significant improvement in the handling, removal, and treatment of waste streams arising in hospitals, at every user interface. These include solid waste in the form of bioplastic bedpans, urinals, kitchen refuse, general waste and health care risk waste.
  3. Pharmafilter system greatly simplifies the methods by which waste is handled and decontaminated and, therefore, reduces overall costs.

Pharmafilter Process

 

Starting inside the hospitals individual shredding units (“Tonto”) are installed in service or utility rooms convenient to areas of waste output.

 

Steps:

 

  1. All waste generated in the department and ward from healthcare risk waste, food, sharps, materials contaminated with blood, soiled, pharmaceuticals, paper, plastics, biodegradable bedpans and urine collection units are shredded in the Tonto unit.
  2. Waste now exits the hospital through waste disposal pipes that are now redirected to the Pharmafilter on-site unit rather than the external sewer.
  3. Here the Pharmafilter unit automatically decontaminates and separates all constituents of this mixed waste stream; sewage, organics and water resulting in outputs free of viruses, pathogens harmful bacteria, pharmaceuticals and other trace contaminants.
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Lactic Acid from Lactose Whey in World First Continuous Production runs

Lactic Acid from Lactose Whey in World First Continuous Production runs

Lactic Acid from Lactose Whey - Continuous Production Run

 

Cambridge, UK. 19 May 2014: Cellulac, the industrial biochemicals company is delighted to announce the world’s first ever industrial level continuous production of lactic acid from deproteinized lactose whey. Our 10 day production run concluded this week and delivered optically pure D(-) Lactic Acid suitable for conversion to bioplastics.

 

Whey is considered a high volume wastewater obtained as a by-product of the cheese production process following the separation of fat and casein from milk. As it has a high chemical oxygen demand it is considered a major pollution problem for the dairy industry. Cellulac’s cutting edge technology is able to take this by-product and convert it into lactic acid which can be used in the production of bioplastics as well as other industrial chemicals.

 

Gerard Brandon, CEO of Cellulac, commented;

 

We are the first company to achieve continuous production of optically pure lactic acid from deproteinized lactose whey at industrial scale. This is a major breakthrough that we will exploit in our Dundalk plant, Ireland, as we build out our Phase 1 production of up to 20,000 tonnes of high specification ingredients. Our resulting lactic acid can be used for industrial strength and heat resistant bioplastics. The use of such 2nd generation alternative source of sugars, in addition to our continuous runs, leads to significant savings in time, productivity, quality, recoverable additives, and ultimately a lower production cost.

 

“Our innovative solution not only solves a pollution problem for dairy processors, but creates a major value-added product to the agricultural sector in a market deemed to be reliant on commodity prices which are set to come under further pressure from removal of EU Milk Quotas next year.

40% cost saving over first generation Lactic Acid production

 

Cellulac expect a reduction in cost of production of optically pure Lactic Acid in excess of 40% compared to current approaches that rely on sugar and starch (first generation) feedstocks for a number of reasons.

 

Feedstocks Tested Since 2007

 


Feedstcck Tested for Lactic Acid

 

  • The Cellulac bio-production process utilises raw materials that are second generation feedstocks, including lactose whey and lignocellulosic materials (eg straw, spent brewers’ grains, ethanol producers’ distilled dried grains with solubles). These are by products resulting from other commercial or agricultural processes and as such have little intrinsic commercial value, guaranteeing low input costs. By contrast, first generation feedstocks used in alternative bio-production platforms are highly sensitive to commodity price inflationary pressures as a result of their use as basic food crops.
  • The Cellulac process significantly reduces the combined cost of energy and enzymes for the conversion of raw feedstocks to fermentable sugars when compared to alternative pre-treatment systems such as steam explosion. This results from the application of the SoniqueFlo™ cavitation technology in the pre-treatment of such feedstocks and the use of cellulac’s proprietary cocktail of enzymes to furnish high yields of both C5 / C6 fermentable sugars for subsequent downstream conversion to biochemicals.
  • The Cellulac process removes the majority of the energy costs associated with the downstream processing of fermentation broth to Lactic Acid by the innovative use of supersonic energy and CO2 in SoniqueFlo™ to produce ethyl lactate, an industrial organic solvent derived from Lactic Acid. Conventional processing is highly energy intensive and consumes as much as 67% of the overall cost of Lactic Acid production.
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Cellulac to Acquire Patent Portfolio and Industrial Biochemical Equipment from Pursuit Dynamics PLC

Cellulac to Acquire Patent Portfolio and Industrial Biochemical Equipment from Pursuit Dynamics PLC

Cellulac to Acquire PDX Patent Portfolio and Biochemical Equipment Technology

 

Cellulac Limited, the industrial biochemicals company, announces the acquisition of Pursuit Marine Drive Limited, a subsidiary of Pursuit Dynamics PLC, subject to shareholder approval. The acquisition includes certain intellectual property rights, test equipment and commercial installations of industrial biochemical equipment in a number of US ethanol production plants. A separate agreement for the transfer of two EU FP7 projects in Biofuels and Algae has also been concluded.

Gerard Brandon, CEO of Cellulac, commented;

 

The acquisition of this portfolio of patents bolsters our business in a number of areas. It strengthens our IP around the pre-treatment of lignocellulose, a sustainable raw material used in second generation bio-production processes, for certain established specialty chemicals. When combined with Cellulac’s already strong expertise in enzyme and culture technology it increases the total soluble sugar yield and significantly reduces our production cost of sugars. It provides access to methods of lowering energy consumption by up to 50% for the production of lactate-specialty chemicals. Net, this IP allows Cellulac to realise a major breakthrough reduction in the commercial production cost of bio-lactates with fully–validated and operational commercial scale reactors.

 

We are now in a position to install industrial size reactors and commence large scale production of bio-lactates from lignocellulosic materials at our own plant. Furthermore it provides a fast-track solution to low cost sugar extraction for our existing customer base and joint venture partners who wish to access a variety of second generation bio-chemicals with significant down-stream commercial value.

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Consortium of Irish Biomedical companies in €3m joint venture to deliver biodegradable implants from 2nd generation biochemicals.

Consortium of Irish Biomedical companies in €3m joint venture to deliver biodegradable implants from 2nd generation biochemicals.

Consortium in Joint Venture Development of Biomedical Implants

 

Three Irish biomedical companies Cellulac Limited, Venn Life Sciences Holdings Plc (“Venn”) (AIM: VENN) and Bipharmed West Limited today are pleased to announce a joint venture to pursue the development of biodegradable human implants.
This consortium brings together complementary expertise and skills that are essential to commercialize this programme:

 

  • Cellulac Limited is currently working on a major EU project involving biobased chemicals from lignocellulose and alga to functional biobased and biomedical applications and will provide the scientific laboratories, production and clean room infrastructure, quality controls along with access to their portfolio of patents in the production of biodegradable Polylactic Acid (“PLA”). Partners in this project include Fraunhofer Institute, Nova Institute, and Wageningen University.
  • Venn Life Sciences is a growing Clinical Research Organisation (CRO) providing clinical trial management and resourcing solutions to pharmaceutical, biotechnology, and medical device clients.
  • Biopharmed West Limited will contribute institutional, commercial know-how and management of distribution channels.

 

First sustainable raw material to biodegradable medical device

 


 

The joint venture provides a complement of expertise beginning at traceability and processing of raw materials to finished medical grade PolyLactic Acid, a precursor to biodegradable human implants, covering product design, product development through to clinical trials and approvals for implanted medical devices in the operating theatre. The first naturally sustainable raw material source to the medical device industry through the implementation of 2nd generation bio-chemical production methods. These biodegradable medical devices will be used for products ranging from internal sutures to orthopaedic bone regeneration implants providing a clean technological solution for the replacing of titanium.

 

Gerard Brandon (CEO of Cellulac) commented
“This joint venture adds significantly to our high value biochemical production strategy and exploits management’s historical success in the medical device sector, dovetailing external expertise and experienced distribution channels. As part of the large scale production of biochemicals at our state of the art site, we will incorporate a biomedical division, Cellulac Bio-Med.”

 

Tony Richardson (CEO of Venn) commented:
“This joint venture instantly provides access to medical device technologies that fit well within our strategic vision. It extends our core CRO business into the value added innovation business unit of our clients. It also leverages the skills of the consortium members who will work together to accelerate all stages of the development process through to the finished product, including FDA and EU regulatory approval cycles.”

 

JP Prendergast (Managing Director of Biopharmed West Ltd.) commented:
“This joint venture de-risks our development cycle and provides an opportunity to bring products to market 24 months ahead of our expectations. It provides us unique access to quality control, production, development and clinical trial expertise covering both the EU and US, and complements our commercialisation capabilities as we sell into our distribution partners.”

 

Notes to Editors

 


Cellulac:

 

Cellulac converts lignocellulosic materials, such as wheat straw, spent brewery grains from beer production, dried distilled grains from ethanol production into high value, bio-chemicals, like Lactic Acid, PolyLactic Acid, Ethyl Lactate and Sodium Lactate.

 

Cellulac’s portfolio of 31 patents provides an end to end second and third generation solution for biochemical and biomedical production processes delivering low carbon, energy efficient, production costs for biodegradable polylactic acid (“PLA”).

 

Venn Life Sciences

 

Venn Life Sciences is a Clinical Research Organisation (“CRO”) providing a suite of clinical trial management services to pharmaceutical, biotechnology and medical device organisations. With operations in France, Ireland, the Netherlands, Russia, the UK, and a branch office in Switzerland, the Venn Group also includes a Clinical Resourcing business placing experienced clinical teams and individuals on projects throughout Europe. The Company’s near term objective is the expansion of its coverage to other European countries through strategic acquisitions and organic growth, offering clients a full service, multi-centred capability in Phase II-IV trials and across a range of principal disease areas.

 

Biopharmed West Limited

 

Biopharmed West Ltd. focuses on medical device contract design and production under an Original Design Manufacturing (ODM) business model. Having established significant core competencies in antimicrobial coating of substrates the focus is now on developing of new biodegradable polymers for the biomedical and medical device markets.

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The definition of insanity is doing the same thing over and over again and expecting a different result - Albert Einstein   Another 300 million tonnes of plastic every year Since World War II we have consumed 5 billion tonnes of plastic, much of which has ended...

Have we Reached Peak Biofuel?

Is there really an energy security risk?   Former NATO Secretary General Anders Fogh Rasmussen is calling on Europe to increase the production of biofuels from an energy security perspective because of geopolitical risks. This is a tough ask if such increase in...

Biofuels Perfect Storm

Biofuels Perfect Storm   Since August 2015, ethanol has traded at a premium to gasoline which is unusual by historical standards. This is likely to continue until oil prices rebound into the $45-50 per barrel range. Even with this situation, 2015 ethanol...

Corny Problem for EU Sugar Producers

  The abolition of sugar quotas in 2017 will have such a profound effect on EU sugar producers, used to super profits under the EU supported Common Agricultural Policy (CAP), that many smaller producers will be subject to consolidation or have to cease...

Big Oil Can’t Alter Climate Change

  In a recent major MIT Study (Covert, Thomas, Michael Greenstone, and Christopher R. Knittel. 2016. "Will We Ever Stop Using Fossil Fuels?" Journal of Economic Perspectives, 30(1): 117-38. ) it was shown that approximately 65 percent of global greenhouse gas...

Butterfly Effect of Oil Price on Renewables

  The butterfly effect is a concept that small causes can have large effects. Initially, it was used with weather prediction but later the term became a metaphor used in and out of science. Now it can easily be related to a single decision made by a Saudi Oil...