2. DISCLAIMER The contents of this document are strictly
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information. This document (the Concept, Structure & Investors
Presentation) is a marketing document and not a regulatory
document. The sole purpose of this document is to assist the
recipient in deciding whether to proceed with a further
investigation of an investment in BMDSys Optical GmbH, registered
in Germany, (the COMPANY) and the "Proposed Transaction". This
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information that a prospective interested party may desire to
evaluate the Proposed Transaction. This document has been prepared
only for informational purposes relating to the Proposed
Transaction only. Neither COMPANY nor its affiliates or
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the receipt of this document by any person nor any information
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recipient with access to any additional evaluation material.
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participation in the investigation and proposal process by any
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any procedures relating to this process without assigning any
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primary contact for the Proposed Transaction. Please direct all
inquiries regarding the Proposed Transaction to the representatives
of COMPANY referred to below. Interested parties will be required
to sign a Non Disclosure Agreement (NDA) and send it, by email and
by post/hand, to the address below. De Micco & Friends Group
Corporation (advisors,lawyers,auditors) Switzerland and BMDSys
OpticalGmbH Germany www.demicco.ch
3. Contents Overview 1. Executivesummary 2. Product 5. Chances
and risks 6. Financialplanning 7. Offer for investors 3. Founder
and management team 4. Market 3 www.demicco.ch
4. Overview 4 www.demicco.ch
5. Overview Projectdata Entrepreneurs: Planning:
Continuation,development and marketing of analready developed
technology Businesslocation:
RudolfDieselStrae7,89312Gnzburg,Germany Legalform:
GmbH(GermanLimited) Companyname: BMDSys OpticalGmbH Startof
operation : previous company BMDSys Production GmbH2005 Funding:
Own funding and privateequity Futureprospects: 5 VolkerSchalland
Dr.rer.nat.GertrudLembke Aunique product for risk stratification of
sudden cardiac death (SCD) has been developed that now has to be
introduced worldwide. www.demicco.ch
6. 1. ExecutiveSummary 6 www.demicco.ch
7. 1.ExecutiveSummary Product/Businessmodel In the
industrialized countries heart diseases are cause of death number
one! Worldwide approx. 9 mio. people die per year because of sudden
cardiac death (SCD). In Germany there are 100,000 cases per year.
In approximately 80 % of all cases high frequent heart arrhythmias
are responsible. In principle every person can be in danger. Sudden
cardiac death (SCD) is in approx. 50 % of all cases the first
manifestation of a heart disease. The affected persons did not know
about their heart problem and thus could not take any preventive
action. The BMDSys Optical GmbH offers with a unique technical
innovation a solution for this problem! 7 www.demicco.ch
8. 1.ExecutiveSummary Product/Businessmodel The diagnostic
system developed by BMDSys Optical GmbH allows a cardiologist to
estimate the risk for sudden cardiac death within five minutes
based on the hearts magnetic signals. The team of BMDSys Optical
GmbH and the physicians accompanying the clinical studies developed
a technology that allows an individual risk stratification, which
saves many lives. Thus, this innovation is not only a highly
interesting investment, but of high medical, clinical, sociological
and economical relevance. Investors can participate actively in the
company and profit from the future prospects. 8 www.demicco.ch
9. 2. Product/Service 9 www.demicco.ch
10. 2.Product 2.1Previous model BMDSys Optical GmbH with its
team is the follow-up of BMDSys Production GmbH, which developed,
produced and sold with the same staff the first systems for MFI
diagnostics. With its research and development activities it
achieved breaking results and international acknowledgement. For
the first time a reliable system was available that could detect an
enhanced risk for sudden cardiac death. Approx. 8 mio. EURO were
invested in the industrialisation of the first version. 10
www.demicco.ch
11. 2.Product 2.1Previous model The systems of the first
generation work perfectly and have successfully been used in
various hospitals. However, the used technology requires liquid
helium cooling, which means an expense of approx. 700 to 900 K EURO
during a mean life cycle of 10 years. This generates high costs and
reduces the economical effectiveness of the systems in the clinical
use. This lack of economical efficiency of the previous model has
reduced the chances in sales in such a way that the former company
could not reach sustainable profit. 11 www.demicco.ch
12. 2.Product 2.2APOLLOCXS the new sensor generation Das team
of BMDSys Optical GmbH developed, based on the original technology,
a new system that makes the helium cooling superfluous. In this way
the operating costs are importantly reduced. Thus, the new systems
are highly interesting for any hospital worldwide that offers heart
diagnostics. The prototype developed under the label APOLLO CXS is
already available. All tests have been successful. Testfinished
Prototypeready Moreefficient Directsales Distributors
Lowmaintenancecosts Sportsorganisations ISOcertification
Ordersareplaced! Readyformarket Cheaper Newtechnology
Quickerproduction Withoutcooling 12 Useinhospitals
Potentialhealthinsurances Highmargins(5060%) FirstmoverTechnology
Internationaldemand Massproduction www.demicco.ch
13. 2.Product 2.3Projected development schedule To distribute
the APOLLO CXS with the new optical technology (OPM) in clinics and
medical centers, a series production has to be set up and financed.
For the international market introduction a period of 1-2 years is
scheduled. Already 8-12 months after project start, revenues are
possible. The production time per system will be reduced in medium
term to 4 weeks for being able to respond to the increasing demand.
In 3 years an industrial mass production will become necessary.
Developmentprocesses Phase1 Phase2 Phase3 Phase4 Phase5 Phase6
Developmentofthefirstsystem(helium) Testsinhospitalsanduniversities
Firstmarketingnational DevelopmentAPOLLOCXS(OPM) TestAPOLLOCXS
Internationalmarketing Startseriesproductionandmarketing
Massproduction,worldwidesales Sales,marketing 13 Developmentphases
today massproduction www.demicco.ch
14. 2.Product 2.3Projected development schedule Parallel to the
development of the series production, direct and indirect sales
channels will be set up to acquire new customers and advanced
bookings. For systems based on the new technology, orders from the
Chinese distributor are already included in the distribution
contract with the previous company BMDSys Production GmbH. The
marketing for the new technology has not been started yet. 14
www.demicco.ch
15. 2.Product 2.3Projecteddevelopmentschedule APOLLO CXS
delivers information about the actual electrophysiological status
of the heart based on the record of the hearts magnetic signals.
The new system can become a standard diagnostic tool and can be
easily combined with other diagnostics. APOLLO CXS provides in the
handling of heart patients in the clinical routine a new parameter
that surely in the future will be considered for inclusion in the
guidelines of cardiology. APOLLO CXS leads to a paradigm change in
cardiac diagnostics! 15 www.demicco.ch
16. 2.Product 2.3Projecteddevelopmentschedule ADVANTAGES: Quick
and easy: An MFI examination takes maximum 5 minutes including data
analysis. No patient preparation is necessary, not even undressing.
Non-invasive: The sensor system is positioned over the patients
chest, it does not touch the patient! Side-effect-free: The data
acquisition is pure passive, no contrast agents are necessary and
no ionizing radiation is used. Cost efficient: No helium cooling,
room temperature leads to minimum operational costs. Repeatable:
The examination can be repeated as often as required as there are
no side effects. The diagnosis is applicable for all patient
groups. 16 www.demicco.ch
17. 2.Product 2.4Production/productioncosts,salesprices Current
production costs persystem based onthe new technology: 350,000EURO
Production costs considering arationalized series production (from
2015) 280,000EURO Salesprices: Pricepersystem for direct sales
900,000EURO Pricepersystem for sales viadistributors: 500,000EURO
17 www.demicco.ch
18. 3. Managementteam 18 www.demicco.ch
19. 3.Managementteam 3.1VolkerSchall,CEO Volker Schall is a
skilled banker and was able to successfully apply his knowledge in
several production and sales companies in the sports industry.
Because of his expertise in the sports industry he knows the
demands and problems in this field and thus can take advantage of
the enormous potential of this market. With his great experience as
sales manager he is ideal for the scopes of marketing and sales of
the optical diagnosis systems. Volker offers the whole necessary
commercial and sales-related know-how for being able to lead BMDSys
Optical GmbH towards a successful future. 19 www.demicco.ch
20. 3.Managementteam 3.2Dr.rer.nat.GertrudLembke,CTO Since
finishing her studies in physics and her doctorate in 2007, Dr.
rer. nat. Gertrud Lembke (Ms.) was involved in the development of
the optical magnetometers as a scientific employee at the
University Hospital Jena. Here, she extended her experience in the
construction of a multichannel optical magnetic field sensor system
as well as in simulation and construction of complex coil systems
for well defined magnetic fields. For her work on this system she
received in 2010 the price Young Investigator Award in the field
instrumentation at the international conference for biomagnetism
BIOMAG 2010. She has the necessary physical know-how for optimizing
the system for the use in clinical routine. Gertrud is the
technical developer from the start of the company. 20
www.demicco.ch
21. 3.Managementteam 3.3Furtherexecutivepersonnelandemployees
Heike Kroker-Hge Dr. rer. nat. Reinhard Krsten Heike Kroker-Hge
(Ms.) was responsible for the quality management of the
superconducting MFI systems for a long time and knows the necessary
steps for the registration of a medical product. Reinhard Krsten
studied physics in Hamburg and obtained his doctorate in 2002.
Furthermore, she has great experience as an executive assistant, in
the scope of administration, national and international sales,
export, import and purchase. Subsequently, he was employed at the
Physikalisch-Technischen Bundesanstalt in Berlin in the field of
biomagnetic diagnostic. He was responsible for the final assembly
and testing of the present MFI systems as well as for their
installation. His extensive knowledge regarding the behavior and
treatment of highly permeable metal plates is of great importance
for the future development. 21 www.demicco.ch
22. 3.Managementteam 3.3Furtherexecutivepersonnelandemployees
MsC. Yingbin Wu Dipl.-Ing. Klaus Brandt Yingbin Wu works on the
programming of the data acquisition and analysis software of the
present MFI systems. As experienced development engineer in the
field of medical engineering Mr. Brandt was involved in the whole
production process of the helium cooled MFI systems since 2010. His
knowledge and experience are of great importance for the adaption
of the present programming to the optical magnetometers.
Furthermore, Yingbin Wu is responsible for the contact to a Chinese
distributor who currently sells the helium cooled systems in China.
22 In addition, as development and construction engineer, Klaus
Brandt is responsible for the mechanical parts necessary for the
operation of the system. www.demicco.ch
23. 3.Managementteam 3.3Furtherexecutivepersonnelandemployees
Dr.-Ing. Dania Di Pietro Paolo Annett Veit Dania Di Pietro Paolo
(Ms.) actively works in the field of biomagnetism since 12 years.
She participates in the software development of the helium cooled
MFI systems since 2005. Her focus was on the analysis and
presentation of biomagnetic data. In cooperation with physicians
she issued publications for conferences and professional journals.
As software engineer, Annett Veit (Ms.) is responsible for the
development and maintenance of the data bank. This contains the
development of the patient administration system including the
recording of medical data, the administration and analysis of
anonymized study information, the development of the
project-related data bank structure, the installation,
administration and script development as well as the planning and
configuration of replication solutions. Because of her advanced
training in the scope of clinical studies she is an optimum
employee for the establishment of the MFI diagnostic method in the
clinical routine. 23 In addition to this, she participates in the
preinstallation and training at the customers sites.
www.demicco.ch
24. 4. Market 24 www.demicco.ch
25. 4.Marketoverview Specialhospitals, universities hospitals
Cardiologists Prevention Medical prevention Prevention
Sportscenters Modern practices The alternative diagnostic methods
do not provide the precision, comfort, efficiency or a combination
of the mentioned criteria. Some of the alternatives are invasive
and/or put high side effects to the patient . Sportscenters Sports
organisations Directsales 25 Largemedical centers Cardiological
Sports The largest sales potential is in hospitals and large
medical centers that offer heart diagnostics on the latest state of
technology. APOLLO CXS offers acquisition, display and analysis of
the magnetic signals of the human heart. Thus, several large
diagnostic sectors in cardiology can be covered at the same time,
e.g. risk stratification of future lifethreatening arrhythmias and
detection of acute and stress induced ischemia. Medical facilities
4.1Targetgroups Salesviadistributors Admissionofhealth insurances
www.demicco.ch
26. 4.Marketoverview 4.2Competitors AtB, Pescara (Italy) (A)
Elekta, Stockholm (Sweden) (C) AtB was founded in 1990 and had
cooperations with the universities of Ulm and Jena for some years.
It carried out orders of the universities and delivered a system
named Argos 200 for magnetic heart measurement to the university of
Jena. This company is not significantly active any more since 2006
and never established an industrial production of MFI systems. AtB
does not offer an optical technology! In a subsidiary of Elekta a
system for electroencephalography (helmet shaped) is produced and
sold. It is not possible to measure heart signals with this system
and thus this product is no competition to our system. No optical
technology available. CardioMag Imaging (USA) (B) In August 2010
the magnetocardiography (MCG) technology of KRISS was transferred
to Biomagnetik Park GmbH. In January 2012 an MCG system of the
company Biomagnetik Park GmbH was certified as a new medical device
for the diagnose of coronary heart diseases according to the
European Medical Directive 93/42/EEC. There is no compatible
software for a risk stratification of sudden cardiac death. No
optical technology available. Cardiomag sold in the past a
9-channel system for the measurement of the hearts magnetic field
with which acute ischemia in the human heart can be detected.
However, the recording bandwidth was so small and the noise so high
that the system could not be used for risk stratification based on
the QRS fragmentation. No optical technology available. 26 BMP
Hamburg (Germany) (D) www.demicco.ch
27. 4.Marketoverview 4.2Competitors Thus, those suppliers are
no real competition for the optical system of BMDSys Optical GmbH.
The operation without helium is a unique selling proposition that
is not offered by any competitor and saves approx. 900 K EURO of
operation costs during 10 years (life cycle of a SQUID based MFI
system). Thus, the optical MFI system APOLLO CXS is unique in the
whole world. Competitor A Competitor B Competitor C Competitor D
APOLLOCXS Price Performance Regionalmarket share Nationalmarket
share Regional acceptance National acceptance Product range
Marketing Innovation Companysize Onthe market since All systems of
competitors are based on superconductive sensors, i.e. they require
helium cooling for operation. 1990 2005 2000 2005 2010 2008 Legend:
very high;high;moderate;low;very low 27 www.demicco.ch
30. 5.Chancesandrisks Optimuminitialsituationforinvestors
BMDSys OpticalGmbHisinaclassicnext level
position.Themanagementanddevelopmentteam
iswellattuned,themainproductisreadyformarket.
Thenewlyfoundedcompanyiscompletelyfreefrom
encumbrancesandcannowstartwithan appropriatefunding.
Contrarytocomparabletechnologycompanies
wherethemainpartoffinancialresourceshadtobe
investedinresearchanddevelopmentBMDSys
OpticalGmbHprovidesanearlyfinishedand marketreadyproduct. Chances
Bestproduct onthe market Competitive edge can be secured incase of
preferably soonest market entry Potentialfor globalplayer and
market leader Worldwidehigh demand Existingorders Risks Handlingof
the expectedgrowth 30 Supply bottleneck at suppliers of applicable
material Copying of the technology by competitors (very difficult)
www.demicco.ch
31. 6. Financialplanning 31 www.demicco.ch
32. 6.Financialplanning 6.1Salesfigures Salesplanning 2014 2015
2016 Price/system China(Transferof distribution contract)
500,000.00 0 7 12 Channeldirect sales 900,000.00 0 3 12
Channelhealth insurances 600,000.00 0 1 12 Channeldistribution
600,000.00 0 1 12 0.00 7,595,000.00 30,355,000.00 10,000.00
100,000.00 120,000.00 0.00 6,000.00 60,000.00 72,000.00 72,000.00
3,160,000.00 7,787,000.00 30,427,000.00 Revenues from sales
Projectsponsorship by BMBF MaintenanceHamburg,BadOeynhausen
Capitalinflow from investors Revenues intotal 3,000,000.00 Thesales
figures of BMDSys OpticalGmbHespecially depend onthe production
capacities to be managed.Incase of conservative planning,from
2015on12units,i.e.one system permonth,will be produced.This means
aturnover of already 7.5mio.EURO.Up from 2016the production willbe
increased to at least48units which means anaverage turnover of
30mio.EURO. 32 www.demicco.ch
33. 6.Financialplanning 6.2Costofmaterials Cost of materials
IRFS(radiofrequency shielding) Coil material new sensor system
holder new sensor system nonmagnetic, heightadjustable patient
support Incidentals Cost of materials Cost of materialintotal 2014
1,000.00 350,000.00 2015 2016 140,000.00 25,000.00 15,000.00
10,000.00 10,000.00 10,000.00 150,000.00 360,000.00 0.00 0.00 0.00
0.00 0.00 12,000.00 4,200,000.00 4,212,000.00 0.00 0.00 0.00 0.00
0.00 48,000.00 13,440,000.00 13,488,000.00
Thecostsofmaterialarecalculatedproportionallytothesoldunits.Basedonthelongdeliverytime
ofupto3monthsforsinglecomponents,purchasingandfinancinghastobescheduledaccordingly.
33 www.demicco.ch
38. 6.Financialplanning 6.7Capitaldemand Theactual capital
demand of the company is 3mio.EURO. The capital will be used in the
following ways: - Finishing the series-production readyness of the
prototype APOLLO CXS - Optimizing the production - Set up of
national and international sales - National marketing aktivities -
Continuing the health insurance license - Prefinancing the existing
and future orders 38 www.demicco.ch
39. 7. Offer for investors 39 www.demicco.ch
40. 7.Offerforinvestors 7.1Participation Interested investors
can participate directly in the BMDSys Optical GmbH. Considering
the sales and profit and the enormous market- and development
potential the company today is rated with minimum 21 mio. EURO. The
momentary proprietors offer investors a company share of up to 21 %
for an exceptional price of 3 mio. EURO, which covers the momentary
capital need. The mininmal investment is 500 K EURO per investor.
40 www.demicco.ch
41. 7.Offerforinvestors 7.2Exitstrategies The management teams
searches investors for medium and long term attendance. The actual
business plan was set up for 3 years. From the 4th year on an
industrial production should be established, that covers the
demand. It can be assumed that the company than faces another
developmental step. Possible exit strategies from the momentary
point of view: - Rebuy of shares through the company owner - IPO,
Reverse Merger - M&A transaction 41 www.demicco.ch