Nutritional food and drinks maker Nutrinnovator announced today that it has reached agreement to buy functional food company, Provexis Limited, forming a new enlarged group to be called Provexis plc.

The deal values Provexis at approximately £6.3m (US$11.5m). The company has received  undertakings from shareholders holding approximately 76% of its current issued ordinary share capital that they will vote in favour of the acquisition and proposals relating to it at the forthcoming EGM to be held  on 20 June 2005.

Provexis' lead technology is CardioFlow which is a proprietary extract of tomato, produced industrially to laboratory-determined specifications. CardioFlow contains a range of tomato-derived components which inhibit platelet aggregation, a part of the blood-clotting process which can cause  heart attack and stroke.
    
The first commercially available product containing CardioFlow will be a fruit juice drink called Sirco. The company is in discussions with major high-street retailers and multiple grocers to secure distribution channels for Sirco and it aims to launch it in two major UK retailers in the final quarter of 2005.

It is intended to seek to develop revenues from licensing the CardioFlow technology to international brand owners.

On Completion, Dawson Buck will become non-executive chairman and Dr Neville Bain, non-executive deputy chairman.  Dr Stephen Franklin will become chief executive and Stephen Moon, commercial director.

Doug Gardner, finance director, has stepped down from the board.  Fiona Vigar, marketing director, has resigned from the board but will remain with the enlarged group and Thornton Mustard, non-executive director, has resigned from the board, but will continue as a consultant to the enlarged  group.

Notice has been given of an EGM to approve the proposals, including the change of name of the company to Provexis plc, to be held at 10.00am on 20 June 2005.

"We are excited to announce this deal," said Stephen Moon, managing director of Nutrinnovato. "In addition to CardioFlow our combined technology pipeline is very promising. The enlarged group's business model, fuelled by a strong innovation pipeline, will develop a revenue stream based on both direct sales of Sirco and licensing revenues from our functional food technologies.  We would also like to thank Doug Gardner for his contribution to the development of the company and wish him every success in the future."

"We are delighted to announce the proposed reverse takeover of Nutrinnovator Holdings plc," said Dr Stephen Franklin, chief executive officer of Provexis. "The rationale for integrating the two businesses is compelling with the enlarged group combining a strong scientific team and impressive marketing and sales expertise."