Monday Deal Review - February 2, 2015

Welcome to your Monday Biotech Deal Review for February 2nd, 2015!

This week, Endo International plc announced that it completed the acquisition of Auxilium Pharmaceuticals Inc., in a transaction valued at $2.6 billion when it was announced on October 9, 2014.  Endo’s portfolio now has a broader offering of urology and orthopedic products, including XIAFLEX®, TESTOPEL® and STENDRA®, which are natural complements to its men’s health and pain products.

In addition, Neovasc Inc. increased the size of its previously announced underwritten public offering from 8,000,000 common shares to 10,500,000 common shares, for aggregate gross proceeds of US$63,559,600 for Neovasc and US$11,935,400 for the selling securityholders.

Also, Dendreon Corporation announced that it has reached an agreement with Valeant Pharmaceuticals International, Inc pursuant to which, subject to bankruptcy court approval, Valeant will serve as the “stalking horse” bidder in conjunction with a court-supervised sales process. Under the terms of the agreement, Valeant would acquire the world-wide rights of PROVENGE® (sipuleucel-T) and certain other Dendreon assets for $296 million, subject to higher and better bids.

For more details on these stories as well as many more, keep reading!

Endo International plc (NASDAQ: ENDP) (TSX: ENL) announced it has completed the acquisition of Auxilium Pharmaceuticals, Inc. in a transaction valued at $2.6 billion when announced on October 9, 2014.  The closing of the transaction follows the approval of the acquisition by Auxilium’s shareholders on January 27, 2015, and the receipt of all required regulatory approvals. The combined company will provide an expanded platform to accelerate the evolution and growth of Endo’s U.S. Branded Pharmaceuticals business. With the acquisition complete, Endo’s portfolio has a broader offering of urology and orthopedic products, including XIAFLEX®, TESTOPEL® and STENDRA®, which are natural complements to its men’s health and pain products.

Biosign Technologies Inc. (TSX-V: BIO) (“Biosign” or the “Company”) announced its Board of Directors has decided to withdraw from the acquisition of QLINE Solutions Inc. (“QLINE”). The Company had executed a Share Purchase Agreement under which Biosign acquired 100% of the issued and outstanding shares of QLINE for a total price of $3.03 million including $830,000 to be paid in cash and the issuance of 44,000,000 common shares of Biosign at an ascribed value of $0.05 per share. Only $30,000 of the cash portion has been paid which will be retained by the sellers and all 44,000,000 shares held in trust will be returned to Biosign for cancellation.

Neovasc Inc. (“Neovasc” or the “Company”) (NASDAQ: NVCN) (TSX-V: NVC) announced that due to market interest, it has increased the size of its previously announced underwritten public offering from 8,000,000 common shares to 10,500,000 common shares of the Company. The Company also announced that it has priced the offering at US$7.19 per common share (the “Offering Price”) for aggregate gross proceeds of US$63,559,600 for the Company and US$11,935,400 for the Selling Securityholders (as defined in the press release) before deducting underwriting discounts and commissions and estimated offering expenses payable by the Company and the Selling Securityholders.  The Company is offering 8,840,000 of the 10,500,000 common shares in the offering. The remaining 1,660,000 common shares are being offered by certain directors, officers and employees of the Company (the “Selling Securityholders”). Leerink Partners LLC is acting as the sole book-running manager for the proposed offering. Canaccord Genuity Inc. and JMP Securities LLC are acting as co-lead managers for the proposed offering. Ladenburg Thalmann & Co. Inc. is acting as co-manager for the proposed offering.

SQI Diagnostics Inc. (TSX-V: SQD) (OTCQX: SQIDF), (“SQI” or the “Company”), a life sciences and diagnostics company that develops and commercializes proprietary technologies and products for advanced microarray diagnostics, announced that it has closed the first tranche of its previously announced non-brokered private placement (the “Offering”) of secured debentures for gross proceeds of $1.95 million.

biOasis Technologies Inc. (TSX VENTURE:BTI)(OTCQX:BIOAF) (the “Company”) wishes to announce that it has granted an aggregate of 1,215,000 incentive stock options (the “Stock Options”) to directors, officers, consultants and employees of the Company pursuant to the Company’s Stock Option Plan, subject to the policies of the TSX Venture Exchange. The Stock Options are exercisable at a price of $1.17 per optioned share for a period of five years. 965,000 of the Stock Options shall vest over a period of one year and 250,000 of the Stock Options shall vest over a period of two years.

Medicure Inc. (the “Company”) (TSX-V: MPH)(OTCQB: MCUJF) announces that the Company, subject to all necessary regulatory approvals, has entered into shares for debt agreements with certain members of the Board of Directors and a consultant, pursuant to which the Company will issue 108,206 of its common shares at a deemed price of $1.44 per common share to satisfy $155,816.64 of outstanding amounts owing to these individuals.  These settlements do not include Dr. Albert Friesen, Chair and Chief Executive Officer of the Company.  The shares will be subject to resale restrictions for a period of four months from the date of issuance under applicable securities legislation.

Dendreon Corporation (“Dendreon” or the “Company”) announced that it has reached an agreement with Valeant Pharmaceuticals International, Inc (NYSE: VRX and TSX: VRX) (“Valeant”) pursuant to which, subject to bankruptcy court approval, Valeant will serve as the “stalking horse” bidder in conjunction with a court-supervised sales process. Under the terms of the agreement, Valeant would acquire the world-wide rights of PROVENGE® (sipuleucel-T) and certain other Dendreon assets for $296 million, subject to higher and better bids.

Miraculins Inc. (TSX VENTURE:MOM) (the “Company”), a medical diagnostic company focused on acquiring, developing and commercializing diagnostic tests and risk assessment technologies for unmet clinical needs, announces that it will be commencing a pilot program with Lovell Drugs Ltd. (“Lovell”) and Pear Healthcare Solutions Inc. (“Pear”) that will see the placement of the first stand-alone, Scout DS® diabetes screening kiosks in Lovell’s retail pharmacy locations in Ontario beginning in February 2015. Lovell is the oldest and one of the largest, independent drug store chains in Ontario and has been family-owned and community-minded for more than 100 years, with a reputation for innovative programming and forward-thinking product/service delivery.

Calyx Bio-Ventures Inc. (TSX-V: CYX) (“Calyx” and “the Company”) is pleased to announce that its wholly-owned subsidiary Cannigistics Agri-Solutions Corp. (“Cannigistics”), has entered into a memorandum of understanding (“MOU”) with a third party with respect to the implementation of its software platform. The MOU, which has been signed with a well-funded Canadian company that is in the advanced stages of review for a license from Health Canada under MMPR, creates the framework under which Cannigistics’ software and information technology will be integrated with various elements of the third party’s operations, thus enhancing its current capabilities.

Tribute Pharmaceuticals Canada Inc. (“Tribute” or the “Company”) (TSX-V:TRX) (OTCQB:TBUFF), a specialty pharmaceutical company with a primary focus on the acquisition, licensing, development and promotion of healthcare products in Canada and the US, announced that it has retained BND Projects Inc. (“BND”) to provide it with investor relations services. The services to be provided by BND include (i) introducing the Company to the Canadian investment community, (ii) updating the investor base on a regular basis about the Company’s fundamentals and goals and milestones, (iii) organizing investor road shows for the Company’s management and (iv) assisting with the preparation of corporate communications and presentations.

ESSA Pharma Inc. (“ESSA” or the “Company”) (TSX-V: EPI) announced that the Company’s common shares (“Common Shares”) have been listed for trading on the TSX Venture Exchange (“TSX-V”) under the trading symbol “EPI”. ESSA previously announced on January 16, 2015 that it had completed a brokered private placement of special warrants at a price of US$2.75 per Special Warrant for aggregate gross proceeds of approximately US$12 million from sector-leading US healthcare investment firms that included Deerfield Management Company, Omega Funds, Special Situations Funds, and other investors.  Lead Agent for the placement was Bloom Burton & Co. Limited, and Roth Capital Partners acted as the agent in the United States. The Company became a reporting issuer in December 2014 after receiving a receipt for a final long-form prospectus filed with the security regulators in British Columbia, Alberta and Ontario.  At the same time, the Company announced that it had received conditional approval to commence trading on the TSX-V subject to satisfying certain customary final listing approval requirements, which have now been met.

Medunik Canada, a Canadian pharmaceutical company specialized in orphan drugs, is pleased to announce that Health Canada has issued a Notice of Compliance (NOC) for PHEBURANE™ (a tasteless oral formulation of sodium phenylbutyrate), indicated as adjunctive therapy in the chronic management of urea cycle disorders (UCD), involving deficiencies of carbamylphosphate synthetase, ornithine transcarbamylase or argininosuccinate synthetase. Canadians living with a urea cycle disorder will now have access to an approved tasteless medication for the treatment of this metabolic disease.

The Ontario Bioscience Innovation Organization (“OBIO®”), Ontario’s leading advocate for the health science industry, is pleased to announce that OBIO was invited to present today to the Provincial Standing Committee on Finance and Economic Affairs. Gail Garland, President and CEO of OBIO, presented recommendations on behalf of industry to encourage all members of government to commit to Ontario’s health science industry, understand its value and invest in programs and incentives for growth and competitive success; programs and incentives that attract investment, fuel revenue and knowledge-economy job growth and address the growing cost of healthcare through the adoption of innovation.

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