July 29, 2015
Welcome to your Monday Biotech Deal Review for July 27th, 2015!
We apologize for the delay, below is your Monday Deal Review for July 13th, 20th and 27th, 2015**
In M&A news, Valeant Pharmaceuticals International, Inc. announced the US$800 million acquisition of Mercury (Cayman) Holdings – the holding company of Amoun Pharmaceuticals. Meanwhile, ProNAi generated gross proceeds of $158.4 million through its initial public offering.
For details on these stories, as well as for the rest of the recent biotech highlights, continue reading this week’s Monday Deal Review!
Valeant Pharmaceuticals International, Inc. (NYSE:VRX)(TSX:VRX) announced that it has entered into an agreement under which Valeant will acquire Mercury (Cayman) Holdings, the holding company of Amoun Pharmaceutical, for consideration of approximately US$800 million, plus contingent payments. Amoun Pharmaceutical is the largest domestic company in the Egyptian pharmaceutical market and currently expects to reach EGP 1.75 billion by 2015, with annual growth of approximately 20%
Aequus Pharmaceuticals Inc. (TSX-V:AQS) (“Aequus” or “the Company”), a Canadian specialty pharmaceutical company, announced that it has entered into a definitive agreement to acquire TeOra Health Ltd. (“TeOra”), a privately held Canadian specialty pharmaceutical company, as part of its growth strategy to build a commercial arm in Canada. Consideration for the acquisition will be in the form of 420,000 of Aequus common shares to be issued upon closing, and an additional 2,940,000 common shares which will be held in escrow and released based on the achievement of certain milestones and performance targets and additional product launches. If all milestones are met, total consideration for the acquisition will be the issuance of 3,360,000 common shares of Aequus to TeOra shareholders. Closing of the transaction is expected to occur on or before July 27, 2015.
ProNAi Therapeutics, Inc. (NASDAQ:DNAI) (“ProNAi”), a clinical-stage oncology company pioneering a novel class of therapeutics based on its proprietary DNAi technology platform, announced the closing of its initial public offering of 9,315,000 shares of its common stock at a public offering price of $17.00 per share, which includes the exercise in full by the underwriters of their option to purchase an additional 1,215,000 shares of common stock. The shares began trading on The NASDAQ Global Market on July 16, 2015 under the symbol “DNAI.” Including proceeds from the sale of the additional shares subject to the underwriters’ option, the gross proceeds to ProNAi from the initial public offering were $158.4 million, before deducting underwriting discounts and commissions and estimated offering expenses.
Resverlogix Corp. (TSX:RVX) (“Resverlogix”) announced that it has closed the previously-announced private placement with Shenzhen Hepalink Pharmaceutical Co., Ltd. (SHE:002399) (“Hepalink”) and Eastern Capital Limited (“Eastern”). Under the terms of the transaction, Hepalink subscribed for 13,270,000 units, each unit (“Unit”) being comprised of one (1) common share and 0.075358 common share purchase warrants, for aggregate proceeds of approximately CAD$35 million, or CAD$2.67 per Unit. Each whole warrant is exercisable into one common share at CAD$2.67 per share for a period of five years. After giving effect to the transaction, Hepalink holds approximately 12.63% of Resverlogix’s common shares. In addition, Eastern subscribed for 5,600,000 Units for aggregate consideration of approximately CAD$15 million, or CAD$2.67 per Unit. After giving effect to the transaction, Eastern holds approximately 19.57% of Resverlogix’s common shares.
Therapure Biopharma Inc. announced that it is the recipient of a $20 million contribution under the Federal Economic Development Agency for Southern Ontario’s Advanced Manufacturing Fund (AMF). Minister Gary Goodyear and MP Brad Butt announced the news at Therapure’s Meadowpine manufacturing facility in Mississauga. The Fund was created to support the development of transformative technologies by Ontario manufacturers and allow them to compete with the rest of the world. The support from the AMF will allow Therapure to quickly advance a new technology for manufacturing plasma proteins.
Xagenic, a molecular diagnostics company developing the lab-free Xagenic X1™ platform for use at the point of care, announced that it has raised $15 Million (CAD). Each of the Series B investors has participated in this financing, including Domain Associates, CTI Life Sciences, BDC Capital and the Ontario Capital Growth Corporation. Xagenic’s rapid, lab-free, molecular diagnostic system affords a large market opportunity created by a significant, unmet medical need for point-of-care diagnostic solutions.
Theratechnologies Inc. (TSX:TH) (“Theratechnologies”) announced that it has filed and obtained a receipt for a preliminary short form prospectus (the “Preliminary Prospectus”) and has entered into a firm underwriting agreement with a syndicate of underwriters led by Euro Pacific Canada Inc. and including Mackie Research Capital Corporation in connection with an offering of 4,000,000 units (the “Units”) at a price of $2.40 per Unit (the “Offering”) for gross proceeds of $9,600,000. Theratechnologies has also granted the underwriters an option to purchase up to 600,000 additional Units (the “Over-Allotment Units”), representing 15% of the number of Units offered hereby, at the same price and on the same terms and conditions as the Offering, exercisable in whole or in part at any time not later than the 30th day following the closing of the Offering to cover any over-allotments and for market stabilization purposes.
Gladius Pharmaceuticals Inc., a Montréal-based biotechnology firm developing novel drugs to treat life-threatening, multi-drug-resistant bacterial infections, announced the closing of a $4.1 million Series A financing. The round was led by Lumira Capital Investment Management via its Merck Lumira Biosciences Funds, with participation from Québec’s Fonds de solidarité FTQ and SR One which participated with funds from the GlaxoSmithKline (GSK) Canada Life Sciences Innovation Fund.
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 has raised gross proceeds of approximately CDN $2.7 million through the first tranche of a non-brokered private placement of 5,330,000 units priced at $0.50 per unit.
Amorfix Life Sciences Ltd. (TSX:AMF) (“Amorfix”) announced the closing of the first tranche of the non-brokered Private Placement announced May 22nd (“the Offering”). Pursuant to the closing of the Offering 50,044,050 common shares of Amorfix (Shares) at $0.03 per share were issued for gross proceeds of CDN $ 1,501,321.50. Having exceeded the required minimum of CDN $1,500,000, and given the on-going interest in this Offering, the opportunity to subscribe up to a maximum of CDN $2,500,000 has been extended until July 29, 2015.
Bionik Laboratories Corp. (OTCMKTS:BNKL) (“Bionik”), a medical device and robotics company with a core focus in robotic exoskeleton technology for users with mobility impairments, announced the sale to qualified accredited investors of units consisting of its common stock and warrants for aggregate gross proceeds of approximately US$1.4 million in a private placement transaction. This equity financing is the sixth and final transaction in the capital raise initiated in February, 2015. With the closing of this final round, Bionik has successfully raised approximately US$13.1 million.
Perimeter Medical Imaging, Inc. (“Perimeter”), a developer of real time imaging systems for in-surgery tissue assessment, announced the closing of their $5 million Series A financing. The round was led by Roadmap Capital with participation from EPIC Capital, NorthView Ventures and Pathfinder Asset Management. Funds will support the completion of their current clinical study at Princess Margaret Cancer Centre as well as product development and FDA regulatory clearance for their first tissue imaging product. Perimeter Medical also announced it is receiving up to $980,000 from the Government of Canada through the Federal Economic Development Agency for Southern Ontario.
Immunotec Inc. (TSX-V:IMM), a direct-to-consumer company in the nutritional industry (the “Company” or “Immunotec”), announced that it has obtained additional financing from the Toronto Dominion Bank (TSX:TD) (“TD Bank”) and a new credit facility from Export Development Canada (“EDC”). In addition to existing loans, Immunotec now benefits from a new operating loan from TD Bank in a maximum amount of $1,500,000, which is guaranteed by EDC, to be used to finance the growth and activities of Immunotec’s Mexican subsidiaries. New reducing term facilities from TD Bank and EDC in the total amount of $1,280,000 will be used namely for the acquisition by the Company of fixed assets and the modernisation of Immunotec’s manufacturing infrastructure in support of Immunotec’s export activities.
M Pharmaceutical Inc., (CSE:MQ) ( the “Company”), a Canadian company focusing on the development and commercialization of biomedical technologies that improve the health and quality of life for people affected by obesity and diabetes, announced that it will be issuing 369,200 Common Shares to ProActive Capital Resources Group LLC, dba PCG Advisory Group (“PCG”), to settle five months of fees owed by the Company to PCG, at a deemed price of $0.12 per share, representing in aggregate $44,304. The Shares, when issued, will be subject to a four month hold period under applicable law.
Telesta Therapeutics Inc. (TSX:TST; PNK:BNHLF) announced that it has entered into an exclusive license, supply and distribution agreement with BL&H Co. Ltd., a Korean specialty pharmaceutical company, for the commercialisation of MCNA1 in South Korea. Under the terms of this partnership, Telesta will receive a combination of upfront payments, regulatory milestones and sales milestones in excess of US$2 million in addition to a significant transfer price, allowing Telesta to receive a large proportion of the revenue related to MCNA sales in South Korea. Telesta will be responsible for the manufacturing and supply of the drug product, while BL&H will cover all costs for registration, sales and marketing in the territory. In addition, BL&H has concurrently subscribed for a private placement in Telesta common shares for an amount of US$200K at market price.
Resverlogix Corp. (TSX:RVX) (“Resverlogix”) announced that it has closed a license agreement and formally entered into a definitive stock purchase agreement with Shenzhen Hepalink Pharmaceutical Co., Ltd. (SHE:002399) (“Hepalink”). Under the license between Resverlogix and Hepalink, should RVX-208 reach certain annual sales milestones in China, Hong Kong, Taiwan and Macau (the “Territories”) ranging from 500 million renminbi (“RMB”) to RMB 10 billion, Resverlogix will be eligible to receive sales-based milestone payments from Hepalink, each ranging from US$5 million to US$90 million. In addition, Hepalink will pay Resverlogix a royalty in the amount of 6% of net sales of RVX-208 in the Territories, subject to certain adjustments. The license will expire on a region-by-region basis on the later of the 15th anniversary of the first commercial sale in such region or the expiry date of the last-to-expire of any licensed patent.
Immunovaccine Inc. (TSX-V:IMV)(OTCMKTS:IMMVF), a clinical stage vaccine and immunotherapy company, announced that it has entered into an exclusive worldwide license agreement with PharmAthene, Inc. (NYSEMKT:PIP) to develop and commercialize a Recombinant Protective Antigen Anthrax vaccine (rPA) candidate utilizing Immunovaccine’s proprietary DepoVax™ vaccine platform. Under the terms of this agreement, PharmAthene will work exclusively with Immunovaccine to develop an adjuvanted non-alum based rPA vaccine. In return, Immunovaccine has granted PharmAthene exclusive worldwide rights to use DepoVax™ for the development and commercialization of the novel single dose anthrax vaccine. Immunovaccine will receive annual payments of U.S.$200,000, payments of up to U.S.$8 million for the achievement of development, U.S. and international regulatory milestones, and initial product sales, and up to U.S.$42 million for the achievement of certain sales targets for a total of up to U.S.$50 million if all milestones are achieved. Additionally, Immunovaccine will receive a royalty on net sales and will not be responsible for product development costs.
Hemostemix, Inc. (TSX-V:HEM) (“Hemostemix” or the “Company”), a clinical-stage autologous cell-therapy company, announced that it has formed a strategic alliance by way of a binding term sheet with Hemostemix Asia, Inc. (“HEMA”), a private, independent company based in Taipei, Taiwan. The agreement covers a manufacturing and commercial license to HEMA of the Hemostemix ACP-01 technology for treating critical limb ischemia (CLI) patients in Taiwan, China, and South Korea. As part of the licensing agreement, Hemostemix will be an equity partner with 35% ownership in HEMA. Both parties anticipate a definitive agreement to be completed within 30 days.
Antibe Therapeutics Inc. (TSX-V:ATE), announced the addition to its product pipeline of ATB-340, a hydrogen sulfide-releasing derivative of aspirin. In pre-clinical studies, ATB-340 has been shown to be at least as potent as aspirin in blocking the COX enzyme and reducing blood clotting. However, while aspirin produced significant stomach and intestinal ulceration and bleeding in rats, ATB-340 did not. In human blood, ATB-340 inhibited platelet aggregation as effectively as aspirin.
Tekmira Pharmaceuticals Corporation (Nasdaq:TKMR) announced plans to change its corporate name to Arbutus Biopharma Corporation (“Arbutus”, ticker symbol “ABUS”), an industry-leading therapeutic solutions company focused on developing a cure for chronic hepatitis B virus infection (HBV), to be effective on or before August 3, 2015. The name change affirms the successful integration of OnCore BioPharma and Tekmira Pharmaceuticals into a combined company with the singular goal of delivering a cure for chronic HBV. The combined entity currently fields the largest portfolio of HBV product candidates in the industry and is led by an experienced and proven leadership team shown below with notable prior experience.
The K2 Principal Fund L.P. (“K2”) announced the acquisition of 10,659,925 common shares and 4,700,000 common share purchase warrants (the “Warrants”) to purchase up to 4,700,000 common shares of Tribute Pharmaceuticals Canada Inc. (TSX-V:TRX) (“Tribute”) at an exercise price of $0.90 per share. The warrants expire on July 15th, 2016. As a result of the acquisition of such shares and previously purchased warrants, and assuming the exercise of the Warrants in full, the Partnership would own 15,359,925 common shares, representing approximately 12.97% of the issued and outstanding common shares of Tribute. K2 acquired the securities for investment purposes only and may, depending on market and other conditions, increase or decrease its beneficial ownership, control or direction over, or exercise its current rights to acquire, common shares or other securities of Tribute through market transactions, private agreements or otherwise.
ProMIS Neurosciences Inc. (TSX:PMN)(OTCMKTS:ARFXF) (“the “Company”) (formerly, Amorfix Life Sciences Ltd.), announced that it has effected its name change to ProMIS Neurosciences Inc. on July 8, 2015 and shares will begin trading under the new name on July 14, 2015. The common shares of the Company will commence trading on the Toronto Stock Exchange under the new name “ProMIS Neurosciences Inc.” (TSX:PMN) at the opening of trading on July 14 2015. The new CUSIP number is 74346M109 and the new ISIN number is CA 74346M1095.