Roche Sends Preliminary 2004 Payment to BioVeris for Certain Out-Of-Field Sales
January 08 2007 - 8:00AM
PR Newswire (US)
BioVeris Appoints Auditor to Examine Roche's Books and Records for
2004 and 2005 GAITHERSBURG, Md., Jan. 8 /PRNewswire-FirstCall/ --
BioVeris Corporation (NASDAQ:BIOV) announced today that it has
received a $2.8 million payment from Roche Diagnostics, an
operating division of F. Hoffman LaRoche Ltd. This payment
represents Roche's unilateral, preliminary calculation of amounts
owed to BioVeris for Roche's sales to certain customers in 2004
that were outside Roche's licensed field, under a License Agreement
between the parties. BioVeris has notified Roche that the $2.8
million payment does not represent full satisfaction of Roche's
obligations for 2004 out-of-field sales and BioVeris expressly
reserves all rights to seek additional payments. Additionally,
BioVeris does not believe that this payment is indicative of
amounts that will be owed for years after 2004. BioVeris has
exercised its contractual right to appoint an independent auditor
to examine the sales and accounting records and accounts of all
uses of BioVeris' ECL technology by Roche and its affiliates. The
auditor will examine 2004 and 2005. In addition, BioVeris has
invoked the dispute resolution process under the License Agreement
by notifying Roche that a dispute exists with respect to the
appointment of a field monitor to review placements and sales of
products and services by Roche in 2006. Effective in February 2004,
BioVeris granted Roche a worldwide, non- exclusive, royalty-free
license to patents and information relating to BioVeris'
proprietary ECL technology, subject to certain limitations
described in the License Agreement. The license may be used by
Roche to commercially exploit only certain ECL products and is
royalty-free provided such products are used in a specified field.
Pursuant to the License Agreement, the parties have engaged a field
monitor to review placements and sales of products and services by
Roche in 2005. The field monitor's work is expected to continue
through April 2007, unless the process is terminated early by
either BioVeris or Roche. Pursuant to the License Agreement, Roche
must pay to BioVeris, within 30 days after receiving the field
monitor's report, 65% of all undisputed revenues earned through
out-of-field sales of products for 2005. Although Roche may not
knowingly sell or actively market outside the field, Roche may
continue the identified out-of-field sales until BioVeris notifies
Roche in writing that they are prohibited from making any further
such sales. The amount and timing of any additional payments that
BioVeris might receive from Roche relating to out-of-field sales in
2004, 2005 or 2006 is uncertain because, among other things: (1)
the amount of such sales and placements has not yet been
determined; and (2) there may be disputes between Roche and
BioVeris concerning the agreement and/or the field monitor's and
the independent auditor's findings. BioVeris and Roche are in
discussions and are considering various alternative measures to
resolve all of these matters. BioVeris Corporation is a global
health care and biosecurity company developing proprietary
technologies in diagnostics and vaccinology. The Company is
dedicated to the development and commercialization of innovative
products and services for healthcare providers, their patients and
their communities. BioVeris is headquartered in Gaithersburg,
Maryland. Further information about BioVeris is available at
http://www.bioveris.com/. This press release contains
forward-looking statements within the meaning of the federal
securities laws that relate to future events or BioVeris' future
performance. All statements in this press release that are not
historical facts, including any statements about the agreement with
Roche, timing and results of the audit or field monitor processes,
the outcome of the dispute resolution process, and amounts due to
BioVeris by Roche are hereby identified as "forward-looking
statements." The words "may," "should," "will," "expect," "could,"
"anticipate," "believe," "estimate," "plan," "intend" and similar
expressions have been used to identify certain of the
forward-looking statements. In this press release, BioVeris has
based these forward-looking statements on management's current
expectations, estimates and projections and they are subject to a
number of risks, uncertainties and assumptions that could cause
actual results to differ materially from those described in the
forward-looking statements. Such forward-looking statements should,
therefore, be considered in light of various important factors,
including changes in general economic, business and industry
conditions. The foregoing sets forth some, but not all, of the
factors that could impact upon BioVeris' ability to achieve results
described in any forward-looking statements. A more complete
description of the risks applicable to BioVeris is provided in the
Company's filings with the Securities and Exchange Commission (SEC)
available at the SEC's web site at http://www.sec.gov/. Investors
are cautioned not to place undue reliance on these forward-looking
statements. Investors also should understand that it is not
possible to predict or identify all risk factors and that neither
this list nor the factors identified in BioVeris' SEC filings
should be considered a complete statement of all potential risks
and uncertainties. BioVeris has no obligation to publicly update or
release any revisions to these forward-looking statements to
reflect events or circumstances after the date of this press
release. DATASOURCE: BioVeris Corporation CONTACT: George Migausky
of BioVeris Corporation, +1-301-869-9800, ext. 2013; Jonathan
Fassberg (investors) of The Trout Group, +1-212-477-9007, ext. 16,
for BioVeris Corporation; or Paul Caminiti or Andrew Cole (media)
of Citigate Sard Verbinnen, +1-212-687-8080, both for BioVeris
Corporation Web site: http://www.bioveris.com/
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