May 11, 2015

Monday Deal Review - May 11, 2015


Welcome to your Monday Biotech Deal Review for May 11th, 2015!

Endo International has announced the acquisition of a portfolio of pain, anti-infective and cardiovascular products from a subsidiary of Aspen Holdings, and M Pharmaceutical Inc. indicated it will be acquiring intellectual property rights associated with neural gastrointestinal stimulators from Trimtec Biomedical.

The past week also saw Annidis and Sernova announce private placements, with ProMetric Life Sciences and B-Temia closing financing deals of their own. Transition Therapeutics’, meanwhile, is licensing the worldwide rights to a selective androgen receptor modulator from Eli Lilly for upfront consideration of $1 million. The Transition Therapeutics’ deal also sets out milestones which, if achieved, could result in payments of up to $100 million and a sales royalty to Eli Lilly.

For details these stories, as well as for the rest of the week’s news, continue reading this week’s Monday Deal Review!


Endo International plc (NASDAQ: ENDP) (TSX: ENL), announced the acquisition of a broad portfolio of branded and generic injectable and established products focused on pain, anti-infectives, cardiovascular and other specialty therapeutics areas from a subsidiary of Aspen Holdings, a leading publicly-traded South African company that supplies branded and generic products in more than 150 countries. The transaction is expected to meaningfully expand Endo’s presence in South Africa by adding a product portfolio that generated approximately $28 million of revenue during the fiscal year ended June 30, 2014, as well as a sizeable pipeline of products in various phases of development that are expected to launch over the next several years. For 2015, Endo anticipates that EBITDA to be generated by the acquired portfolio will translate into a transaction multiple of less than 10 times EBITDA on a post-synergized basis. Under the terms of the agreement, Aspen Holdings will receive a one-time payment of approximately $130 million subject to usual and customary closing adjustments. Endo expects the transaction to close in third quarter 2015 and to be immediately accretive to earnings.

M Pharmaceutical Inc. (the “Company”) (CSE:MQ), which is committed to developing and commercializing innovative biomedical technologies that improve the health and quality of life for people affected by obesity and diabetes, announced that it has entered into an agreement for the acquisition of the rights to the intellectual property associated with neural gastrointestinal stimulators through the purchase of Trimtec Biomedical Inc. (“Trimtec”), a private BC company. Trimtec, which operates at arms-length to the Company, holds the exclusive worldwide rights to certain patented technology related to neural gastrointestinal stimulators developed by Dr. Mintchev, who is also a professor at the University of Calgary. Under the license, M Pharmaceutical is obligated to pay an initial fee of $50,000, repay patent costs of $156,937 over 20 months, a milestone payment of $10,000 and an ongoing royalty of 3% on sales.

Ergoresearch Ltd (TSXV: ERG) – based in Laval and known under the “Équilibre, orthèses et biomécanique” banner – announces the closing of the transaction previously announced on April 23, 2015 regarding the acquisition of 49% of the issued and outstanding shares of Orthoconcept (2008) inc.


ProMetic Life Sciences Inc. (TSX:PLI)(OTCQX:PFSCF), (“ProMetic” or the “Corporation”) closed its previously announced bought deal public offering of common shares in the capital of the Corporation (the “Offering”) through a syndicate of underwriters led by Canaccord Genuity Corp., and which included RBC Dominion Securities Inc., Beacon Securities Limited, TD Securities Inc. and Paradigm Capital Inc. (collectively, the “Underwriters”). ProMetic issued 19,250,000 common shares of the Corporation in connection with the Offering at a price of $2.60 per share for aggregate gross proceeds of $50,050,000. In consideration for the services rendered by the Underwriters under the Offering, the Underwriters received a cash commission of 5% of the gross proceeds of the Offering.

Annidis Corporation (TSX Venture: RHA) (“Annidis” or the “Corporation”) is pleased to announce that, subject to the approval of the TSX Venture Exchange (the “Exchange”), its board has approved a non-brokered private placement of 10,000,000 common shares in the capital of the Corporation (“Common Share”) at a price of $0.25 per Common Share to Yimai Technology International Corporation Limited (“Yimai”), and an insider of Annidis, pursuant to which Annidis will raise gross proceeds of $2,500,000 (the “Private Placement”).

Vivione Biosciences Inc. (“Vivione” or the “Company”) (TSX VENTURE: VBI) Further to the Company’s press release dated April 22, 2015, the Company has received TSX Venture Exchange approval for the 30 day price amendment to the exercise price of the 12,000,000 common share purchase warrants (the “Warrants”) issued to subscribers as part of the Company’s prospectus financing which closed on April 19, 2013. The exercise price of the Warrants will be reduced from CDN$0.35 to CDN$0.155 for a 30 day period (the “Price Amendment”). All other terms of the Warrants will remain the same. The Price Amendment will be effective between May 5 and June 4, 2015 (the “Price Reduction Period”) and will begin on the date of the Notice (as described below). The Company will deliver a Notice reflecting the amended exercise price, the exact details of the Price Reduction Period and instructions regarding the exercise of the Warrants to the registered holders of the Warrants.

Sernova Corp. (TSXV: SVA) announces that it is undertaking a non-brokered private placement of up to 8,500,000 units (the “Units”) at price of $0.18 per Unit for total gross proceeds of approximately $1,500,000. Each Unit will consist of one common share and one common share purchase warrant, with each warrant exercisable into one share at a price of $0.30 per share for a 24 month exercise period, subject to abridgement of the exercise period (after the expiry of the 4 month hold period) with 30 days notice to holders in the event that the twenty-day volume weighted price of the shares exceeds $0.50.

B-TEMIA Inc., a market leader in human augmentation, announced the closing of a private placement with a group of Canadian private investors and the Toronto-based private healthcare fund, Epic Capital Management Inc., a boutique investment firm focused on Canadian small and mid-cap securities.  This new financing confirms a 60% increase in B-TEMIA’s value creation over the last year.  B-TEMIA has developed a disruptive powered assistive walking device called Keeogo™ and intends to use the funding to extend product commercialization and seek US market approval.


Transition Therapeutics Inc. (“Transition” or the “Company”) (NASDAQ: TTHI, TSX: TTH) announced its wholly-owned subsidiary, Transition Therapeutics Ireland Limited (“TTIL”), has exclusively licensed worldwide rights to a novel small molecule drug candidate (“TT701”) from Eli Lilly and Company. TT701 is a selective androgen receptor modulator that has been shown in a Phase 2 study to significantly increase lean body mass and a measurement of muscle strength in male subjects. Under the terms of the agreement, TTIL has acquired rights to develop and commercialize TT701. Lilly will receive contingent upfront consideration of up to US$1 million. In addition, Lilly is eligible to receive up to US$100 million in commercial milestones and a mid-single digit royalty on sales of TT701 products should such products be successfully commercialized.

Cipher Pharmaceuticals Inc. (NASDAQ:CPHR; TSX:CPH) (“Cipher” or “the Company”) announced it has strengthened its Canadian dermatology portfolio by acquiring the Canadian rights to Vaniqa® and Actikerall® from Almirall S. A., a Spanish pharmaceutical company.  Both products have been approved by Health Canada. Under the terms of the agreement, Almirall will receive an upfront payment of CDN$0.45 million and is eligible for certain milestones from product sales in Canada. Almirall will supply finished product to Cipher.

STEMCELL Technologies Inc. has announced that it has signed a license agreement with the Salk Institute for Biological Sciences for the rights to commercialize BrainPhys™ Neuronal Medium. BrainPhys™ medium as invented by Cedric Bardy in the lab of renowned neuroscientist Fred H. Gage. Classical culture media used for neuronal culture applications were found to impair action potential generation and synaptic communication. In order to improve the physiological relevance of neuronal culture conditions, Bardy et al. developed BrainPhys™ medium to better represent the environment experienced by neurons in the human brain.

Cyclenium Pharma Inc., an emerging pharmaceutical company specializing in the research and development of novel drug candidates based on its proprietary macrocyclic chemistry technology, and Haplogen GmbH, a biotechnology company developing anti-infective drugs, announced the signing of a research agreement aimed at the discovery of novel pharmaceutical candidates in multiple disease areas. The collaboration brings together two next generation drug discovery platforms: Cyclenium’s CMRT™ Technology-derived QUEST Library™ and associated hit-to-lead optimization expertise with Haplogen’s unique haploid genetics technology and expertise in host target identification, validation and screening. For Cyclenium, this is the fifth discovery collaboration established over the past year.

As with all our posts, please see our full legal disclaimer.