OXIS International Acquires Majority Stake In BioCheck

Portland, OR - OXIS International, Inc., specialists in developing technologies for the diagnosis of diseases resulting from oxidative stress, announced recently the initial closing of its acquisition of BioCheck, Inc., a leading producer of enzyme immunoassay kits.

As previously announced, OXIS has agreed to acquire up to all of the outstanding shares of BioCheck for an aggregate purchase price of $6 million in cash. In this initial closing, OXIS has purchased fifty-one percent (51%) of the outstanding shares of BioCheck for $3,060,000 in cash.

In addition, the two companies plan to enter into a services agreement whereby OXIS would deliver primarily operating, sales, marketing and business development functions while BioCheck would provide manufacturing and research and development expertise.

"We are excited about the potential synergies resulting from the combination of the core competencies of OXIS and BioCheck," stated OXIS CEO Steve Guillen. "The expanded product portfolio will allow us to strengthen our position in the growing clinical diagnostics market, and the manufacturing and sales efficiencies derived from the consolidation of operations should help drive future margin expansion for the combined entity."

The potential synergies that may increase BioCheck's contribution to OXIS' efforts towards achieving margin expansion include:

-- Highly complementary and experienced management team combining the successful emerging biotechnology commercialization track record of OXIS CEO Steve Guillen and the scientific and operational management experience of BioCheck CEO Dr. John Chen;

-- Complementary technologies in promising area of cardiac risk assessment: BioCheck manufactures ELISA (Enzyme-Linked Immunosorbent Assay) tests using Troponin I, Myoglobin, and C-Reactive Protein biomarkers for the evaluation of acute myocardial infarction (AMI) while OXIS is developing a series of ELISA cardiac tests involving Myeloperoxidase (MPO) & Glutathione Peroxidase (GPx) used to help predict early cardiac risk;

-- BioCheck's extensive experience in the growing contract services sector, including custom immunoassay development, antibody purification and conjugation, and contract assembly;

-- Increased production capacity, primarily for the ELISA kits, allowing for reduced dependence on third party manufacturing and reduced production costs;

-- Operating and cost efficiencies deriving from the consolidation of several aspects of the companies' respective manufacturing and commercial distribution bases, such as promotional and marketing costs;

-- BioCheck's current Good Manufacturing Practices (cGMP) and ISO quality certification for the combined companies' manufacturing facilities;

"We believe that growth opportunities in the market segments that our companies jointly serve are substantial," stated BioCheck CEO Dr. John Chen. "By combining our resources and expertise we expect to be able to lead a new generation of breakthrough assays, particularly in the area of cardiac predictors, as well as custom immunoassay development and other contract services."

BioCheck currently offers over 45 enzyme immunoassays as well as research and manufacturing services focused on the immunoassay products. At year-end 2005, BioCheck expects to be profitable with revenues in excess of $4.5 million. In addition, the company has the commercialization rights for several promising new cancer/tumor biomarkers.

As part of the acquisition's successful first closing, OXIS has initiated plans to close its non-core facility in Portland, OR and merge its core operations with BioCheck's GMP and ISO quality certified facilities in Northern California.

SOURCE: OXIS International, Inc.