Biostem Technologies (OTCPK:BSEM) M&A announcement Transcript

Summary of BioStem Technologies Conference Call Company Overview - Company: BioStem Technologies, Incorporated - Acquisition: BioTissue Holdings' surgical and wound care business - Date of Announcement: January 22, 2026 Key Points Industry and Market Expansion - The acquisition doubles BioStem's addressable market by entering the acute wound care market with leading skin substitute products and a robust commercial infrastructure [3][4] - The transaction is seen as a transformation of scale, capability, and market reach, aligning with long-term goals of diversifying end markets and expanding product portfolio [3][4] Financial Aspects - The acquisition cost includes an upfront cash payment of approximately $15 million, with potential additional payments of up to $10 million upon regulatory clearance and royalty payments of 7% of sales, capped at $15 million [12][54] - The acquired assets generated approximately $29 million in sales in 2025, expected to be growth and EBITDA accretive for BioStem in 2026 [13][45] Product Portfolio and Integration - BioStem's product portfolio will be expanded to include BioTissue's NEOX and Claryx product families, which are recognized in surgical and wound care [6][7] - The integration of BioTissue's products is expected to enhance BioStem's offerings in both chronic and acute wound care, particularly in hospital settings [4][6] Commercial Strategy - Barry Hassett has been appointed as Chief Commercial Officer to lead the next phase of growth, focusing on expanding the commercial footprint through BioTissue's experienced sales force [9][10] - The new sales team includes approximately 20 direct sales representatives and over 30 independent sales agents, aimed at establishing a presence in acute market settings [10][39] Operational Excellence - BioStem's vertically integrated manufacturing facility is expected to deliver industry-leading margins and high-quality performance, with plans to onboard acquired products to its facility after a 12-month transition period [11][12] - The company aims to achieve gross margin expansion as it transitions manufacturing in-house [11][54] Regulatory and Milestones - The BioTissue team submitted a 510(k) application for a flow-based product, with a milestone payment of $10 million contingent on its approval [42][43] - Key performance indicators (KPIs) for the acquisition will include revenue growth, market share expansion, and team growth [33][34] Market Dynamics - Changes in CMS reimbursement policies are expected to favor higher-quality products in hospital settings, allowing for a per-square-centimeter reimbursement structure [5][24] - The acquisition positions BioStem to leverage GPO contracts, enhancing access to major networks and strengthening its presence across various care settings [10][26] Conclusion - The acquisition is viewed as a strategic move to solidify BioStem's leadership in the wound care market, supporting a full continuum of wound healing from acute surgical repair to chronic wounds [14][57]