Xcorporeal Signs Purchase Agreement (OTC:XCRP)

Xcorporeal Inc (OTC:XCRP) has announced that they have signed an asset purchase agreement with National Quality Care Inc (NQCI) and Fresenius USA, Inc to sell substantially all of the assets of the Seller to the Purchaser for an aggregate cash price of $8,000,000. The Sellers in the agreement are Xcorporeal and NQCI and the Purchaser is Fresenius USA, Inc. As per the asset purchase agreement the purchaser will also get certain additional royalty payment rights. The Purchase Price will be payable to the Sellers in three installments. The Company’s board of directors has unanimously approved the Purchase Agreement. The sale represents the conclusion of a process to sell substantially all of the Company’s assets. The closing is scheduled to occur on or before February 28, 2010.

Xcorporeal is a medical device company that has been engaged in developing an innovative extra-corporeal platform technology to be used in devices to replace the function of various human organs. As per the agreement the Purchaser will pay royalties to the Seller during the life of the patents included in the HD WAK Technology being transferred to the Purchaser, as well as the royalties to the Sellers during the life of the patents included in the supersorbent technology being transferred to the Purchaser. The Purchaser also granted the Sellers an option to obtain a perpetual, worldwide license to the supersorbent technology in healthcare fields other than renal, in exchange for certain consideration to be paid to the Purchaser in the event of the exercise of the option.