Immuron strategic investment in leading gut health biotech Ateria Health

October 13, 2022 at 06:00 AM EDT

Highlights:

Immuron has signed a subscription and option agreement with leading gut health biotech Ateria Health:
- Strategic investment of approximately £1.5m (A$2.6m) to acquire an initial 17.5% of Ateria Health;
- Option for further investment of £1.47m, expiring on 31 July 2023
Ateria Health is a U.K. based biotech company that develops and distributes supplements for overall health, including products that strengthen the gut microbiome. Ateria has developed and recently launched a ground-breaking product JUVIA™ for the treatment of irritable bowel syndrome (IBS)
Intention to enter into reciprocal distribution agreement for Travelan^® in the U.K. market and JUVIA™ in Australian and North American markets

MELBOURNE, Australia, Oct. 13, 2022 (GLOBE NEWSWIRE) -- Immuron Limited (ASX: IMC; NASDAQ: IMRN), an Australian based and globally integrated biopharmaceutical company that has developed two commercially available oral immunotherapeutic products for the treatment of gut mediated diseases, is pleased to announce that it has signed a strategic investment and option agreement with Ateria Health Limited, a U.K. based company that has developed ground-breaking product for the treatment of irritable bowel syndrome (IBS).

Steven Lydeamore, Chief Executive of Immuron commented: “We are delighted to have agreed this strategic investment in Ateria Health, which has developed and distributes a ground-breaking gut health product for the treatment of irritable bowel syndrome, JUVIA™. This investment allows Immuron to further strengthen its position in the broader IBS market and allows us to capitalise on opportunities working alongside Ateria, both in the UK and Australia.

Immuron will continue to focus on its strategy of expanding market verticals & product offering; growing its existing customer base; expanding its distribution network and sales & marketing of each product.”

Ateria Chief Executive Officer Neil Wickers added: “We welcome Immuron as a strategic investor in Ateria and look forward to exploring mutual benefits in supporting our respective products in the UK, Australia and other markets.”

Ateria Health overview

Ateria Health Ltd (Ateria) is a U.K.-based health and wellness company that has developed a market leading and novel IBS treatment product with distribution capability in the U.K. and Australian markets with research interests in Australia.

ERME™ is Ateria’s scientifically backed, and patent protected ingredient. It is derived from barley and comprises a mixture of natural plant-derived enzymes involved in breaking down and metabolising foods. The first commercial product is for the treatment of IBS. Ateria has launched its first brand JUVIA™, targeting IBS sufferers in Q3 CY22 in the U.K. Ateria has launched a direct-to-consumer platform (B2C) in the U.K. market and is seeking to strengthen B2B and B2C distribution of JUVIA™ through its partnership with Immuron in the Australian and North American markets.
Further details can be found at https://ateriahealth.com/ and https://juvia.me/

Strategic rationale

The strategic investment advances Immuron’s objective to enter the broader IBS market with leading products and strengthen the distribution of Immuron’s Travelan^® products through B2C online platforms and pharmacy and retail channels (B2B) in target markets.

The strategic investment aligns with Immuron’s growth strategy and complements its existing travel diarrhea products also focused on "gut health" as follows:

Establishes Immuron’s position in the large and fast-growing IBS market:
- Ateria Health has developed market leading technology ERME™ for the development of products for the treatment of IBS and other products that improve the gut microbiome
- Global market for digestive health products is forecast to grow from US $38 billion to $72 billion from 2019-27, at a CAGR of 7.9%¹
Ateria own ERME™ intellectual property and has commercialised its first product JUVIA™
Immuron’s upfront investment and future investment linked to forecast financial performance and board seat
Potential complementary reciprocal distribution agreement where significant synergies and cost savings could be achieved versus Immuron developing its own direct to the consumer platform and entry into the U.K. and Europe
Utilise joint R&D capability for the development of future products

Key terms of the subscription and option agreement include:

Upfront cash investment of £1.48m funded from Immuron’s existing cash reserves. Completion will occur upon satisfaction of conditions including completion of Immuron confirmatory due diligence items and Ateria shareholder meeting to be held on or about 28^th October 2022
Potential adjustment to share percentage for Immuron dependant on Ateria's performance during its CY2023
Immuron offered one Ateria board seat upon completion
Net proceeds will be used by Ateria for the following:
- Product launch and ongoing product marketing of JUVIA™
- R&D (further clinical trials) for the JUVIA™ products
- Working capital
Investment includes pre-emptive rights to maintain percentage holding in Ateria
Immuron has an option to invest a further £1.47m:
- This option expires on 31 July 2023
- Immuron offered a second Ateria board seat upon exercise of this option

Possible distribution arrangements for reciprocal distribution of Travelan^® and JUVIA™:
While there are no binding obligations on either party, Immuron and Ateria intend to explore possible arrangements for:

introduction of Ateria's JUVIA™ product into the Australian market
expanding Ateria's JUVIA™ product into the USA and Canada; and
possible expansion of Immuron's Travelan^® product sales into the U.K. and Europe markets

Both management teams recognise the value of collaboration and partnership.

Immuron growth strategy and outlook:
As Immuron communicated in its FY22 results presentation, the company has committed to a clear organic growth and M&A strategy. This strategic investment into Ateria Health is the first milestone in this journey.

Immuron’s M&A strategy is built on five pillars: