A Diagnostics & Imaging Week

Biophan Technologies (West Henrietta, New York), a developer of next-generation technology in the MRI sector, reported reaching a definitive agreement with Boston Scientific (BSX; Natick, Massachusetts) for an equity investment and technology license.

The equity transaction consists of Boston Sci's purchase of Biophan common stock totaling $5 million, priced at a 10% premium over the average of the closing price for the 30 calendar-day period prior to the closing. The technology license includes an up-front payment of $750,000 and annual maintenance fees, in addition to royalties and milestone payments.

The remainder of the financial details were not disclosed.

The license agreement covers multiple patents related to MRI safety and image compatibility, and includes both exclusive and non-exclusive product categories. Biophan is a leader in the development of nanotechnology and other technology solutions that make surgical tools and implantable medical devices safe and image-compatible for use in MRI systems.

"We are very pleased to be providing Boston Scientific with access to our technology solutions," said Michael Weiner, Biophan CEO. "They are a bold innovator in the medical device sector and were the first major device company to take a serious interest in our technology solutions. Biophan's proprietary technology solutions may have applications across several Boston Scientific product lines."

Biophan had signed a multi-phase term sheet for a joint development agreement with BSX in November 2003, covering its unique MRI-safe and MRI-image compatible technology.

"In the two years during which we have been working with Boston Scientific, we have expanded the size of our overall IP portfolio nearly threefold, from 54 to 140 U.S. issued and pending patents, and nearly 46 international patents and applications," said Weiner. "We have also expanded our technology base internally and via acquisitions."

Immunicon (Huntingdon Valley, Pennsylvania) reported that it will receive proceeds of $19.7 million from the sale of nearly 4.18 shares of common stock, in accordance with its shelf registration statement filed in May, to investors at $4.75 a share.

"We plan to use these proceeds to further the development and commercialization of our cancer diagnostic products as well as for selective development of new products outside of the field of cancer," said Immunicon chairman and CEO Edward Erickson.

Immunicon is developing cell- and molecular-based human diagnostic and life science research products with a focus on cancer management. The company has developed technologies for selection and analysis of rare cells in blood, such as circulating tumor cells and circulating endothelial cells.

Legg Mason Wood Walker was lead placement agent for the offering, with First Albany Capital as co-placement agent.

Immunicon says that its products and technology platforms also have application in the clinical development of cancer drugs and may have other applications in cardiovascular and infectious diseases.

Tm Bioscience (Toronto), a developer of commercial genetic tests, reported that it has received a total of $3.8 million since the end of the 1Q05 from the exercise of warrants and compensation options relating to two private placements that closed on June 26 and Dec. 22, 2003.

Any remaining warrants relating to these financings have now expired. The company now has 42.1 million shares issued and outstanding with 47.2 million shares on a fully diluted basis.

"These proceeds strengthen our cash reserves and will allow us to further invest in our growing pipeline of innovative genetic tests," said Jim Pelot, CFO of Tm Bioscience.

Tm Bioscience is a DNA-based diagnostics company developing a suite of genetic tests. Its product pipeline includes tests for genetic disorders, drug metabolism, and infectious diseases.

Acacia Research (Newport Beach, Florida) reported that it has obtained commitments to purchase $2.9 million of its Acacia Research-CombiMatrix common stock in a registered direct offering. Acacia will sell 1,300,444 shares of its Acacia Research-CombiMatrix common stock at $2.25 per share to a select group of institutional investors.

The closing of the offering is expected to take place on July 5, subject to the satisfaction of customary closing conditions.

All of the shares of Acacia Research-CombiMatrix common stock are being offered by Acacia pursuant to an effective registration statement previously filed with the Securities and Exchange Commission.

"This financing further strengthens our balance sheet and provides additional capital to fund our entry into the molecular diagnostics market, which began with our recent formation of CombiMatrix Molecular Diagnostics," said Amit Kumar, MD, president and CEO of CombiMatrix (Mukilteo, Washington). "The financing will also support our long-term strategy of adding new innovative products for the research and development markets with our CustomArray product line."

The CombiMatrix group is developing a platform technology to rapidly produce customizable arrays, which are semiconductor-based tools for use in identifying and determining the roles of genes, gene mutations and proteins. Its technology has a wide range of potential applications in the areas of genomics, proteomics, biosensors, drug discovery, drug development, diagnostics, combinatorial chemistry, material sciences and nanotechnology.

Acacia Research-Acacia Technologies and Acacia Research-CombiMatrix are both classes of common stock issued by Acacia Research and are intended to reflect the performance of the respective operating groups and are not issued by the operating groups.

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