Celera turns up heat on intended Applera split

The move signifies another step towards the eventual split-off date, while not finalised, is expected to happen before the end of the firms' fiscal year on June 30.

The filing is an indication that the move is gathering pace.

The announcement was made earlier this year of Applera's intention to split its two businesses - Celera and Applied Biosystems into two independently traded companies.

Both firms currently trade as tracking stocks.

The proposed move would see shareholders of the Applera Group-Celera Group tracking stock receive one share of new Celera Corporation shares for each share of the tracking stock they currently own.

Once the deal has been completed, Celera would become an independent, publicly traded company.

" Under the separation agreement with Applera, intellectual property that has been developed by the Celera Group or used primarily in our business will be transferred to us on or prior to the split-off date ," it said in the filing.

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However, some intellectual property currently used in substantially all of our diagnostic products is also used by the Applied Biosystems Group (ABI) and will be retained by Applera ," it added.

Further terms of the agreement will see all intellectual property retained by Applera and is used in Celera's diagnostic products will be made available to Celera through a supply agreement.

The agreement is expected to be finalised on the intended split-off date.

Intellectual property used in the hepatitis C virus, HCV, or analyte specific reagents is also expected to be made available to Celera under this agreement with Applera.

Celera confirmed in its filing that it would trade on the NASDAQ under its current symbol, CRA, with its current tracking stock becoming delisted from the New York Stock Exchange.

Celera President Kathy Ordonez is expected to continue to use Alameda, California as the company's main base.

While the separation makes good business sense in terms of allowing each company to form specialised niches that play to their productive strengths, the allocation of intellectual property rights between the firms could potentially harm Celera's business.

Celera has admitted that it would no longer have early access to ABI's instrumentation, reagents, and other technologies for use in its diagnostic products and services.

The split would also introduce the element of competition to the table.

However, under the terms of the filing, this appeared to have been dealt with.

" Applera may directly compete with us or enable others to compete with us in human diagnostics, except that for a period of three years following the split-off date ," the filing stated.

" Applera, subject to specified exceptions, will be restricted in its ability to supply any reseller with capillary electrophoresis sequencers for commercialisation of human diagnostic tests outside of Asia, Africa and South America, nor will it be able to itself commercialise these tests anywhere in the world for the same three year period ."