Welcome to your Monday Biotech Deal Review for July 6th, 2015!
This week, QHR Corporation announced that one of its subsidiaries acquired the healthcare assets, proprietary software, and clients of Jonoke Software Development. Meanwhile, the common shareholders of Resverlogix Corp. approved resolutions relating to a private placement of securities to Eastern Capital Limited for proceeds of approximately $15 million.
Continue reading for more details on these stories as well as the rest of the week’s Biotech highlights in the Monday Deal Review!
QHR Corporation (TSX-V:QHR) (“QHR”), a leader in the Canadian Healthcare Information Technology sector, announced that its wholly-owned subsidiary, QHR Technologies Inc., has acquired the healthcare assets of Jonoke Software Development Inc. (“Jonoke”), including its proprietary Electronic Medical Record (“EMR”) software and its clients. The all-cash purchase price is tied to an earn-out paid over a period of time during which QHR and Jonoke will be working together to transition Jonoke’s clients to QHR’s Accuro®EMR system. The earn-out is estimated to be under $500,000 over a three year period.
Resverlogix Corp. (TSX:RVX) (“Resverlogix”) announced that its common share holders (“Shareholders”) have approved the resolutions relating to: (i) a private placement to Eastern Capital Limited of 5,600,000 units each unit being comprised of one common share and 0.075358 common share purchase warrants, for aggregate proceeds of approximately CAD$15 million; and (ii) the amendment to Resverlogix’s articles to change the rights, privileges, restrictions and conditions in respect of the Royalty Preferred Shares (the “Royalty Preferred Share Amendment”). Obtaining shareholder approval for the Eastern Private Placement and Royalty Preferred Share Amendment was necessary in order for Resverlogix to proceed with its previously announced licensing and equity arrangement with Shenzhen Hepalink Pharmaceutical Co., Ltd.
Medicure Inc. (the “Company”) (TSX-V: MPH)(OTCQB: MCUJF) has closed its previously announced bought deal private placement financing (the “Offering”) with a syndicate of underwriters led by PI Financial Corp. as Sole-Lead Underwriter and including Bloom Burton & Co (collectively, the “Underwriters”). Pursuant to the Offering, the Company issued 1,829,545 common shares (the “Shares”) of the Company at a purchase price of $2.20 per Share, including 238,636 Shares issued pursuant to the full exercise of the Underwriters over-allotment option, for gross proceeds to the Company of approximately $4,025,000. The Underwriters received a cash commission equal to 7.0% of the gross proceeds raised in the Offering and were granted compensation options to purchase Shares of Medicure equal to 7.0% of the total number of Shares issued pursuant to the Offering, exercisable for a 24 month period from the closing of the Offering at a price of $2.20 per Share. The net proceeds of the Offering will be used to fund product development costs related to AGGRASTAT, as well as for general corporate and working capital purposes.
Agility Health, Inc. (TSX V:AHI) (“Agility Health” or the “Company”), has closed its previously announced public offering (the “Offering”) of voting common shares (the “Shares”), raising gross proceeds of $2,681,109. Under the terms of the Offering, a total of 7,660,312 Shares were issued at a price of $0.35 per Share (the “Issue Price”). The Offering was conducted by a syndicate of agents consisting of Bloom Burton & Co. Limited, Cormark Securities Inc. and Clarus Securities Inc. (collectively, the “Agents”). Net proceeds of the Offering will be used to fund general working capital purposes.
PharmaCan Capital Corp. (TSX-V:MJN) (“PharmaCan” or the “Company”) announced that it has arranged a $750,000 bridge loan which is non-interest bearing for the first 60 days and accrues interest at 15% per annum for the balance of the one year term of the bridge loan. As consideration for the financing, the Company will pay an initial structuring fee of $15,000 and issue 200,000 common shares of the Company. Under certain circumstances, the Company is obligated to pay an additional $200,000 structuring fee to the lender. The proceeds from the financing will be used to continue the build out of PharmaCan’s In The Zone production facility in the Okanagan Valley, BC, and for working capital and general corporate purposes.
Critical Outcome Technologies Inc. (TSX-V:COT)(OTCMKTS:COTQF) (“COTI” or the “Corporation”) announced the closing of the first tranche of a non-brokered private placement of 1,500,000 units (the “Units”) at a price of CAD $0.30 per Unit for gross proceeds of CAD $450,000. Each Unit consists of one Common Share and one half Warrant of the Corporation. Each whole Warrant is exercisable for one Common Share of the Corporation at an exercise price of CAD $0.42 per share for a period of 24 months from the date of closing. In addition to cash costs, the Corporation also issued 90,000 Compensation Warrants exercisable to acquire one Common Share upon payment of CAD $0.315 for a period of 24 months from the date of closing. Both the Warrants and Compensation Warrants are subject to acceleration of the Expiration Date by the Corporation in certain circumstances.
Knight Therapeutics Inc. (TSX:GUD) (“Knight”), a leading Canadian specialty pharmaceutical company, announced that it has entered into an agreement with Sectoral Asset Management Inc. (“Sectoral”) to reinvest US$10 million into its New Emerging Medical Opportunities Fund III, Ltd. (“NEMO III”) life science fund. Knight’s investment in NEMO III follows a recently announced US$13.6 million distribution from Sectoral’s last fund, New Emerging Medical Opportunities Fund II, Ltd (“NEMO II”). At the time of the NEMO II distribution, Knight received a full return of its US$11.8 million deployed plus US$1.8 million, representing a 16% return on the capital deployed.
Bradmer Pharmaceuticals Inc. (TSX-V:BMR.H)(OTCMKTS:BRPHF) announced that its letter of intent with XORTX Pharma Corp. relating to a proposed business combination has been terminated. The proposed transaction was initially announced by Bradmer on November 18, 2014 and trading of the common shares of Bradmer has been halted since that date. It is anticipated that the common shares of Bradmer will resume trading on the NEX Board of the TSX Venture Exchange on or about July 6, 2015.
ESSA Pharma Inc. (“ESSA” or the “Company”) (TSX-V:EPI) announced that its common shares have been approved for listing and trading on the NASDQAQ Capital Market under the symbol “EPIX”. ESSA will begin trading on NASDAQ on July 9, 2015. The Company will retain its listing on the TSX Venture Exchange under the symbol “EPI”.