Market Research Mergers

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These articles by Peter J. Mladineo and Barbara Fox were published in

U.S. 1 Newspaper on July 29, 1998. All rights reserved.

Market Research MergersMergermania is hitting the market research industryhard. “Out of the top 50 companies eight of them have combinedwith other companies in the top 50,” says James Fouss, presidentof the State Road-based Response Analysis, which is being acquiredby Roper Starch Worldwide.

In Research Park, Integrated Marketing Services, a parent company

of several previously-merged entities, is adding Ensemble 4, a Fort

Lauderdale-based company to its family. And on Independence Way, Total

Research is getting Wall Street behind it to find a good acquisition.

For Response Analysis, the acquisition by the large Manhattan market

researcher is all but a done deal. The two companies signed a letter

of intent to combine and officials predict that the deal will close

by the end of August. “We’re working on purchase agreements and

other documents needed to complete the transaction,” says Fouss.

While Roper Starch will be the parent company, Response Analysis will

maintain its company name and offices at 1060 State Road and will

operate as a division of Roper Starch with Fouss as a vice chairman.

William J. Wilson is Roper’s chairman and CEO.

Founded in 1969 by Herb Ableson and Reuben Cohen, Response Analysis

is an employee-owned firm with strengths in banking, insurance, and

investments, telecommunications, and information technology. Roper

Starch was founded in 1923 and offers marketing, advertising, and

public opinion research services to blue chip corporations. It also

has offices in Newport Beach, California, London, and Hong Kong.

The deal will make Roper Starch “the 12th to 13th largest survey

research company in the country,” and the largest such company

to have a presence in Princeton area as well, says Fouss. The company

expects to have combined revenue of from $65 to $70 million next year.

“What we’ll be working on in the next year is various types of

integration of our organizations at the back room level because we

serve different clients and we think our services are

complimentary,”

says Fouss. “At this point we’re looking to bring the

organizations

together operationally, but that’s going to take some time. We plan

to grow the entire organization and that’s what I’m going to be part

of.”

Fouss makes no secret about the need for his industry

to consolidate to achieve economies of scale. And, Fouss reports,

Roper Starch wasn’t the first suitor to contact Response Analysis.

“There were several others that approached us.” But company

brass found that Roper Starch “was the most complementary. We

like their corporate culture and their emphasis on the same values

that we feel are important,” he explains.

Total Research, based at 5 Independence Way and traded as TOTL, is

riding a fiscal turnaround that could eventually lead it to an

acquisition.

It sold a share of the company to an investor group, Wellington

Partners,

which purchased 1 million shares and options for 250,000 additional

shares for $2.25 per share. And it will provide up to $25 million

in debt or equity financing to Total Research for acquisitions or

other projects.

Wellington Partners is headed by David Brodsky, a private investor

who now becomes chairman of the board. Also named to the board is

George L. Lindemann, chairman of the board of the Southern Union

Company,

and Howard L. Shecter, a senior partner of Morgan Lewis & Bockius,

the law firm with an office at 100 Overlook Center.

Brodsky says he hopes to “help Total Research expand the range

of services it offers through both research and development and the

potential acquisition of compatible businesses.”

Recently Total Research elected a new president and CEO, Albert A.

Angrisani, a former assistant secretary of labor and sub-cabinet

member

in the Reagan administration. Angrisani concurrently operates his

own business, Princeton Management Company, a 132 Nassau Street-based

merchant and investment banking firm that works with NASDAQ Small

Cap firms. He succeeds Lorin Zissman, the company founder, who is

retiring and will remain a director and chairman emeritus. Along with

Angrisani, Brodsky, Shecter, and another not-yet-named member will

serve on a executive committee.

Founded in 1975, Total Research specializes in the development and

application of predictive market research, and has clients in all

continents except Antarctica. Its clients have included the American

Stock Exchange, Chase Manhattan, Lucent Technologies, Unisys, Reuters,

and AT&T.

The company, which went public in 1987 and whose stock has rallied

to record heights over the past year (more than $4 per share), has

managed to increase its revenues from $8 million for the first quarter

of 1998, from $7.4 million for the same period last year. Also, the

company has no bank debt, cash reserves of $1.76 million, and claims

to have a $13.3 million backlog in business under contract.

Company officials see its management moves as an affirmation from

Wall Street. “We are not suddenly profitable because of new

capital

and new blood on the board,” says Anthony P. Galli, director of

corporate communications and investor relations. “We have

attracted

new capital and new blood because we are cash strong, debt-free, and

fiscally sound. The financial turnaround in the company, engineered

by Al Angrisani, has attracted the attention of Wall Street.”

Says Angrisani, “The turnaround has been underway for the last

two years and has resulted in the elimination of all debt and the

almost tripling of the company’s profit in that two-year period.”

— Peter J. Mladineo

Response Analysis Corporation, 1060 State Road,Box 158, Princeton 08542-0158. James H. Fouss, president.609-921-3333;fax, 609-921-2611. E-mail: info@response-analysis.com. Home page:https://www.response-analysis.com.Total Research Corp., 5 Independence Way, PrincetonCorporate Center, CN 5305, Princeton 08543-5305. 609-520-9100; fax,609-987-8839. E-mail: TRC@totalres.com. Home page:https://www.totalres.com.Top Of PageNew at TranscellInterneuron Pharmaceuticals — an investor inTranscellTechnologies since Transcell’s formation six years ago — boughtTranscell in May. Transcell is now known as Intercardia ResearchLaboratories,part of Interneuron’s majority-owned subsidiary, Intercardia Inc.A visit to Transcell’s former home page links immediately to thewebsiteof the new firm.Based in Lexington, Massachusetts, Interneuron is traded on Nasdaqas IPIC. Interneuron’s CEO Glenn L. Cooper was at one point actingpresident of Transcell. Clayton I. Duncan is president and CEO ofIntercardia Inc., which is based in Research Triangle Park and tradeson Nasdaq as ITRC.Michael J. Sofia remains in the 2,000-foot laboratory at Exit 8A asIntercardia’s vice president of research and director of chemistry.Also at that site are Helena R. Axelrod (director of biologicalresearchand technology development, U.S. 1, January 21, 1998) and David M.Gange (director of robotics, informatics, and analytical systems).Transcell had had a net loss of $5 million for the five months endingJune 30, 1997, but it sold for about $15 million. Owners of Transcellstock were to receive approximately $12 million in Intercardia commonstock over a two-year period, according to an announcement made inNovember, 1997. Interneuron is scheduled to receive $3 million inIntercardia stock plus royalties from previously set collaborations.Transcell was founded as a drug delivery company by PrincetonUniversityresearchers Daniel Kahne and Suzanne Walker. As Intercardia ResearchLaboratories it has about 32 employees and focuses instead on drugdiscovery using a proprietary platform of carbohydrate combinatorialchemistry. Its platform technology involves solid phase chemistry,robotics systems for library generation, informatic technologies fordata storage and analysis, and analytical technologies for solid phasechemistry and library analysis.Interneuron’s most important drug to date has been a basodilatingbeta-blocker Bextra (bucindolol) now in Phase III clinical trialsfor congestive heart failure. Its other subsidiaries are InterNutriaand Progenitor.Intercardia, 8 Cedarbrook Drive, Cranbury 08512.609-655-6900; fax, 609-655-6930. Home page:https://www.transcell.com.Top Of PagePharma NewsDelsys Pharmaceutical Corporation, 5 Vaughn Drive,Suite 305, Box 8738, Princeton 08543. Martyn Greenacre, presidentand CEO. 609-720-0033; fax, 609-520-6692.The privately-held developer of automated drug manufacturing and drugdelivery systems has announced a joint venture, its fourthcollaborationin 12 months, the first for a controlled-release product. Createdby Sarnoff Corporation and Healthcare Ventures, Delsys will combineits Accudep process (electrostatic powder deposition) withcontrolled-releasetechnologies from Elan Corporation (NYSE:ELN) and form a majorityowned subsidiary of Delsys in exchange for Elan’s $3 million equityinvestment. Other collaborations have been with Warner-Lambert,SmithKlineBeecham, and Glaxo Wellcome.Top Of PageLeaving TownCittone Institute, 100 Canal Pointe Boulevard,Princeton 08540. David W. Baumol, executive director. 609-520-8798;fax, 609-520-8830.Citing no room for expansion, the Cittone Institute announced thatit would close its 100 Canal Pointe location at the end of August.Cittone students have been given a choice: Either accept pro-ratedtuition refunds or commute to its Mt. Laurel or Edison locations.School officials said there was no new comparable office space shouldthe school choose to expand.Toshiba Advanced Television Technology Center,202 Carnegie Center, Suite 102, Princeton 08540. Gregory DePriest,director. 609-951-8500.Toshiba closed its small high-definition TV office in Carnegie Centerand relocated the personnel to its Wayne office and its U.S.headquartersin Lebanon, Tennessee. A spokesman in the Tennessee office saysToshibais getting ready to introduce its digital television products nextyear.Top Of PageDeathsRalph Procaccino, 65, on July 14. A former PrincetonBoroughpolice officer, he operated a Nassau Street telephone answeringservicewith his late wife, Winifred Donahue.Donna Mraz Russo, 52, on July 15. She was assistant chiefprobation officer with the Superior Court of New Jersey.Michael F. Lamorte on July 16. He had been president ofLaser Diode Laboratories.Gwendolyn Evans-Hughes, 43, on July 17. She was directorof career services at The College of New Jersey.Robert P. Lewis, 36, on July 20. He was a water qualitylab technician for ELSA in Lawrence.Carl A. Fields PhD, 79, on July 20. He had been the firstblack dean of an Ivy League school — Princeton University.Dorothy Beard on July 21. She was co-founder of the WestWindsor-Plainsboro Chronicle.Eleanora Kaleita Fell, 59, on July 22. She was aconstructionreporter for the Dodge division of McGraw Hill.Santo R. Rizzo, 58, on July 23. He was a letter carrierfor the U.S. Postal Service in Lawrenceville.Barbara Jean Miller, 39, on July 25. She was a buyer andseller for nursery and garden stores.Alan J. Gibbs, 60, on July 25. He was director of Rutgers’National Transit Institute and former assistant secretary of the Army.David R. Bossart, 58, on July 27. He was fine artssupervisorof Hopewell Valley Regional Schools.Top Of PageStocks, MortgagesBoth stocks and mortgages are available through U.S. 1’s FaxBackservice. Call 609-452-7000 and request document 9950 for stocks or9955 for mortgages.Corrections or additions?This page is published by PrincetonInfo.com— the web site for U.S. 1 Newspaper in Princeton, New Jersey.

CE – US1

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