At the Extraordinary General Meeting of Genomtec SA on July 11, 2025, the Shareholders adopted resolutions on the contribution in kind of tangible and intangible assets related to the Genomtec ID platform and the OncoSNAAT project to the special purpose vehicles GMT ID SA and GMT GENOMICS SA, respectively, in which Genomtec SA holds 100% of shares.
“We initiated the process of spinning off the Genomtec ID and OncoSNAAT projects into special purpose vehicles at the end of last year. This was a response to interest from potential partners in acquiring the company’s projects separately. Just a few years ago, we focused entirely on developing the Genomtec ID platform, improving parameters, expanding diagnostic capabilities, and adding detectable pathogens. This organizational change is a natural consequence of the development of OncoSNAAT, which our partners began to recognize as a distinct project addressing the needs of a different target group. The reorganization will enable us to better adapt to market expectations and increase the transactional flexibility of the M&A process. In the future, it will also enable the development of additional areas, such as the food safety market. In March of this year, we established the GMT ID SA and GMT GENOMICS SA special purpose vehicles, to which, following shareholder approval at the July EGM, the assets of our two flagship projects will be contributed in kind. We are considering various commercialization options, which will in each case take into account the interests of the company’s shareholders, to whom we plan to distribute the proceeds from the transaction in the form of a dividend or share redemption. We intend to implement this strategy in the event of the sale of the separately spun-off special purpose vehicles or the potential sale of the entire Genomtec company.”- comments Miron Tokarski, co-founder and CEO of Genomtec SA
The goal of reorganizing Genomtec’s structure is to better manage the company’s research and development projects and facilitate the potential sale of each project or the entry of an external investor into each project as part of the ongoing M&A process. The separation of the special purpose vehicles and the contribution of assets to them was preceded by obtaining a preliminary decision from the institutions (PARP and NCBR) that awarded grants for Genomtec’s research projects and with which the company will sign annexes to the grant agreements. Genomtec also received a positive tax ruling, which states that contributing tangible and intangible assets related to the Genomtec ID and OncoSNAAT projects to the special purpose vehicles as a contribution will be tax-neutral for the company. The next step, finalizing the organizational changes in Genomtec’s structure, will be the registration of the special purpose vehicles GMT ID SA and GMT GENOMICS SA in the National Court Register.