Prenetics to Become Publicly Traded on Nasdaq via Merger with Adrian Cheng's Artisan Acquisition Corp. (ARTA) (ARTAU)

September 15, 2021 5:18 PM EDT

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Prenetics Group Limited (“Prenetics” or the “Company”), a global leader in genomic and diagnostic testing, and Artisan Acquisition Corp. (Nasdaq: ARTAU, “Artisan”), a special purpose acquisition company privately founded by renowned cultural entrepreneur Adrian Cheng, announced today they have entered into a definitive merger agreement. Through combining with Artisan, Prenetics will draw upon Adrian’s well-diversified business portfolio across retail, hospitality, healthcare, property and other strategic businesses, providing tremendous opportunities for closely aligned partnerships and allowing Prenetics to substantially expand its platform.​

  • Prenetics’ mission is to disrupt and decentralise the healthcare industry with a global opportunity of over US$1.3 trillion.
·Prenetics’ multi-product healthcare ecosystem strategy is driven by prevention focused genomic testing, rapid diagnostics for COVID-19 and infectious diseases, and colorectal cancer screening. To date, Prenetics has performed more than 5 million tests globally.
·Significant synergies with Adrian Cheng’s network of millions of members spanning across retail, hospitality, healthcare, property and other sectors.
·The transaction values Prenetics at an enterprise value of US$1.25 billion with a combined equity value of approximately US$1.7 billion.
·Total cash proceeds are expected to be up to US$459 million, including a fully committed PIPE and forward purchase agreements of US$120 million from Aspex, PAG, Lippo, Dragonstone, Xen Capital and others, and up to US$339 million of cash currently held in the trust account of Artisan Acquisition Corp.
·Proceeds will allow Prenetics to continue its significant growth trajectory and will be used for strategic acquisitions, R&D, product roll out and geographic expansion into the United States, EMEA and Southeast Asia.

The transaction values Prenetics at an enterprise value of US$1.25 billion with a combined equity value of approximately US$1.7 billion, making Prenetics the first unicorn from Hong Kong to be publicly listed in any market.

Today, Prenetics is the #1 genomics and diagnostics testing company in Hong Kong and the United Kingdom. Prenetics has grown significantly since it was founded in 2014. Its revenue is projected to grow at 215% year-on-year from US$65 million in 2020 to US$205 million in 2021. Going forward, the Company is expected to continue its significant revenue growth trajectory with projected annual revenues of more than US$600 million in 2025.

With a world-class leadership team of tech, biotech and healthcare pioneers led by serial entrepreneur Danny Yeung, Prenetics is disrupting, decentralizing and reimagining the global US$1.3 trillion healthcare market through strong R&D and product innovation.

Most recently, Prenetics launched Circle HealthPod in Hong Kong, a CE-IVD point-of-care diagnostics and at-home rapid detection health monitoring system for infectious diseases, starting with COVID-19 and with R&D development work having begun on tests for influenza and STDs. With technology developed at the University of Oxford, individuals are provided with laboratory PCR-quality results in just 20 minutes on the device or on a smartphone, wherever they may be. Prenetics is seeking to get USA FDA EUA approval for the Circle HealthPod by Q1 2022. This aligns with President Biden’s comments on 9 September regarding the importance of rapid and at-home COVID-19 tests in managing the pandemic, with about 277 million tests in supply this month, and with a further need by manufacturers to ramp up testing capacity. Prenetics is increasing its manufacturing capability to be able to meet increased global demand. Prenetics believes the Circle HealthPod is a game-changer for the healthcare industry with the only global comparable in molecular point-of-care testing being Cue Health, which has recently filed for an IPO on Nasdaq.

Danny Yeung, CEO and Co-Founder, Prenetics said, “This announcement is a significant milestone for Prenetics and for Hong Kong entrepreneurs. Our goal is to decentralize healthcare by bringing it closer to millions of patients globally. I am humbled and honoured by Adrian’s trust in us, and we look forward to continuing to work closely across his extensive business network to deliver on the massive potential which exists to disrupt the healthcare market. With a strong existing business, an exciting product pipeline, and a clear M&A acquisition strategy for USA geographical expansion, we have first-mover advantage and are well-positioned for our next chapter of growth.”

Adrian Cheng, Founder of Artisan, said, “It was our core mission to seek out a high impact and high growth global company, and I am very pleased that we have found it with Prenetics. Danny has built a superb business with an inspirational team at all levels. I am also proud to support Prenetics in being the first Hong Kong unicorn to go public and to support local entrepreneurship. We share the vision to provide easily accessible and decentralized healthcare services to millions of people globally. I look forward to this ongoing partnership and, together, creating greater shared value for all."

Prenetics has a strong track record in commercializing frontier science

  • Prenetics has a proven track record in transforming frontier sciences into commercial products and solutions with a focus on prevention, diagnostics and personalized care to meet new market demand. Prenetics’ current product portfolio includes:
  • CircleDNA
  • o World’s most comprehensive consumer DNA test with whole exome sequencing technology providing more than 500+ valuable health reports
  • Circle HealthPod
  • o A CE-IVD point-of-care diagnostics and at-home rapid detection health monitoring system for infectious diseases, currently for COVID-19 and with R&D work underway for influenza and STDs, which will be rolled out in 2022
  • o Technology developed at University of Oxford, with laboratory PCR quality results available in just 20 minutes on the device or on a smartphone
  • Project Screen
  • o One-stop laboratory PCR testing solution for COVID-19 testing that provides testing services to up to 3,000 players and staff of the English Premier League on a regular basis
  • o More than 5 million Covid-19 tests performed to-date; with clients including the Hong Kong government, Hong Kong International Airport, London Heathrow Airport, and several global corporates including Virgin Atlantic, Carnival Cruise Line, and Sky TV.

Strong R&D, robust product pipeline and geographical expansion to offer substantial growth potential

Prenetics has strong R&D and product innovation capabilities backed by an experienced in-house R&D team led by scientists from academia and prior roles with other prominent healthcare companies, such as Exact Sciences and EverlyWell. In addition, Prenetics has a strategic multi-year R&D collaboration with the University of Oxford which focuses on the development of molecular diagnostics and new assays (e.g., infectious disease, STDs).

The Company has a robust disruptive product pipeline with sizeable addressable markets, and is planning the launch of at least one key product each year for the next few years, including:

  • · Non-invasive colon cancer stool DNA test, ColoClear, in 2022. ColoClear is the only cancer screening test approved by the NMPA. With the huge success of Exact Sciences’ ColoGuard product in the USA, Prenetics will look to replicate its proven success in Hong Kong and Southeast Asia.
  • · At-home blood testing, Circle Snapshot, in 2022. With an innovative approach to collecting blood through a painless collection device, Circle Snapshot is expected to enable routine health checks to be performed at-home. Circle Snapshot’s launch geographies are expected to be Hong Kong, the United Kingdom, Southeast Asia and the United States.
  • · Genetic testing, Circle Medical for physicians, in 2023. With the success of CircleDNA for consumers, Circle Medical will be a physician only product to specifically cater to a physician’s specialty such as heart health, carrier screening and more. While Invitae has pioneered medical genetic testing in the USA, Prenetics looks to do the same in Hong Kong, the United Kingdom and in Southeast Asia.

Transaction overview

Artisan entered into a definitive agreement to combine with Prenetics. The transaction values Prenetics at an enterprise value of US$1.25 billion with a combined equity value of approximately US$1.7 billion.

Upon completion of the transaction, estimated to be in the fourth quarter of 2021 or the first quarter of 2022, the combined company (“PubCo”)’s securities will be traded on the Nasdaq under the ticker symbol “PRE”.

As part of the transaction, Prenetics’ existing equity holders will roll 100% of their equity into PubCo, demonstrating their continued commitment to Prenetics growth strategy.

Prenetics will receive proceeds of up to US$459 million in cash, including the contribution of up to US$339 million of cash currently held in Artisan’s trust account, a fully committed PIPE and forward purchase agreements of US$120 million from Aspex, PAG, Lippo, Dragonstone, Xen Capital and others.

Advisors

UBS Securities LLC is acting as sole financial advisor and exclusive capital markets advisor to Artisan. Citigroup Global Markets Asia Limited is acting as sole financial advisor to Prenetics.

UBS Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and China International Capital Corporation Hong Kong Securities Limited are serving as placement agents on the PIPE. Skadden, Arps, Slate, Meagher & Flom LLP is serving as international legal counsel, and Mourant is serving as Cayman legal counsel, to Prenetics. Kirkland & Ellis LLP is serving as international legal counsel, and Appleby is serving as Cayman legal counsel, to Artisan. Shearman & Sterling LLP is serving as international counsel to the placement agents. KPMG LLP is serving as the auditor to Prenetics.

Investor Presentation

The investor presentation and an investor webcast hosted by the management teams of Prenetics and Artisan discussing the proposed business combination can be accessed by visiting: https://www.prenetics.com/investors

Prenetics and Artisan will also file the presentation with the SEC as an exhibit to a Current Report on Form 8-K, which can be viewed on the SEC’s website at www.sec.gov.

About Prenetics

Founded in 2014, Prenetics is a global leader in genomic and diagnostic testing that is disrupting and decentralising healthcare with a focus on prevention, diagnostics and personalized care. Prenetics is led by serial entrepreneur, Danny Yeung, and operational in 10 countries with a team of over 700. Prenetics develops consumer genetic testing and early colorectal cancer screening; provides COVID-19 testing, rapid point of care and at-home diagnostic testing and medical genetic testing; Prenetics has received strategic funding from Prudential, Alibaba Group, Apis Partners, Beyond Ventures, Gobi Partners and more.

About Artisan

Artisan is a special purpose acquisition company incorporated in the Cayman Islands for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. The company searches globally for a target with operations or prospects focusing on high-growth healthcare, consumer and technology sectors, and companies that it believes can be well-positioned for success in Greater China.



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