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Executive Summary

MARION OFFERING $ 8 MIL FOR AMERICAN BIOMATERIALS INC. and collagen supplies for its Integra artifical skin development project. Marion is stepping into American Biomaterials' Chapter 11 bankruptcy reorganization proceedings with an offer to purchase the assets of the company, which was founded in 1981 to commercialize bioactive glass, ceramics and composite products. A subsidiary of American Biomaterials, Helitrex, has entered into a development and supply agreement with Marion for collagen material for the artificial skin program. According to a court document in the Chapter 11 proceedings, Marion has submitted a $ 150,000 purchase order for collagen material. During the first year of the contract, Marion will pay American Biomaterials four times the "standard manufacturing cost" for the product, or about $ 5 per gram. Marion has been developing an artificial skin product for almost eight years. It has been in clinical trials for approximately two years. FDA regulates artificial skin as a medical device. Marion is about a year away from submitting a premarket approval application for the product. Under the terms of the agreement, American Biomaterials will manufacture the collagen for Marion on a non-exclusive basis. If necessary, American Biomaterials will grant Marion a right of reference to FDA applications by American Biomaterials for other collagen products. Helitrex currently has several medical use collagen products on the market under the tradename Helistat, including an absorbable collagen hemostatic sponge for use in surgical procedures, an agent for larger bleeding areas and a collagen biopsy wound plug. Marion's offer for American Biomaterials was approved by the New Jersey district bankruptcy court on Aug. 23. The plan is being submitted to shareholders and creditors for a vote. A hearing to confirm the plan is scheduled for Sept. 28.

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