November 3, 2015

Monday Deal Review - November 3, 2015



Welcome to your resumed Monday Biotech Deal Review!

We’re happy to announce the return of the Monday Deal Review following a brief hiatus where we were making some changes to the back end of the blog. Today’s post covers all the deal activity from the week of September 21st up to the current date.

Additionally, though we have not been posting, our team of guest writers have been busy at work, with articles on the Canadian life science environment by Mario Piccinin and Karen Atkinson of EY, a guest interview with Sylvain Chrétien, CEO of PediaPharm, and of course the continuation of Wayne’s Schnarr’s comprehensive didactic series on the biotech industry. Look for that content in the coming weeks!

M&EH-nInSite Vision Inc. (OTCBB: INSV) announced that it has reached a definitive agreement with Vancouver based QLT Inc. (NASDAQ: QLTI) (TSX: QLT) under which QLT will acquire InSite in an all-stock transaction that will create an ophthalmic specialty pharmaceutical company with a diversified portfolio of products, full R&D capabilities and innovative platform technologies. The transaction is expected to drive shareholder value by accelerating both companies’ development pipelines, increasing product diversity and improving balance sheet strength.

Antibe Therapeutics Inc. (TSXV: ATE, OTCQX: ATBPF) announced completed the acquisition of an 85% interest in Citagenix Inc., a Montreal-based sales and distribution company with a focus on regenerative medicine, and has completed a first closing of its non-brokered private placement of convertible debentures and warrants. The Citagenix acquisition and the private placement were previously announced in Antibe’s news release of October 6, 2015.

VBI Vaccines Inc. (NASDAQ:VBIV) and SciVac Therapeutics Inc. (TSX:VAC) and (OTCQX:SVACF) announced that they have entered into an agreement and plan of merger under which SciVac has agreed to acquire VBI to form a commercial-stage company with a licensed hepatitis B (“HBV”) vaccine and a pipeline of preventative and therapeutic vaccine candidates. Pursuant to the Agreement, a newly-formed wholly owned subsidiary of SciVac will merge with and into VBI, with VBI surviving the Merger as a wholly owned subsidiary of SciVac, and SciVac will change its name to VBI Vaccines Inc. At the effective time of the Merger, each share of VBI common stock will be converted into the right to receive 20.808356 common shares of SciVac.

Toronto based Generex Biotechnology Corporation announced that it has entered into a non-binding Letter of Intent (LOI) with MediTemp Ltd., a private Israeli company that has developed a proprietary cooling technology designed to improve sperm quality in men rendered infertile due to varicoceles. The LOI contemplates that Generex will acquire a 51% equity interest in MediTemp in exchange for a purchase price of US$5,000,000 to be paid in accordance with a MediTemp business plan identifying a timeline, milestones, and a budget. Generex will also receive a royalty on sales of the products.

Generex Biotechnology Corporation (OTCQB: GNBT) announced that it has entered into a non-binding Letter of Intent (LOI) with Alfa Rhythm Ltd., a private Israeli company that has developed a proprietary trans-cranial electro-biometric stimulator for the treatment of symptoms of attention deficit hyperactivity disorder (ADHD), depression, anxiety, and sleep disorders. The LOI contemplates that Generex will acquire a 51% equity interest in Alfa in exchange for a purchase price of US$5,000,000 to be paid in accordance with an Alfa business plan identifying a timeline, milestones, and a budget. Generex will also receive a royalty equal to 8% of gross sales of the products.

Vivione Biosciences Inc. (OTCMKTD: PCPAF) announced entry into an agreement with Montalcino Holdings I, LLC with respect to an investment of up to US$2,500,000 in its wholly owned US operating subsidiary, Vivione Biosciences LLC, constituting an effective sale or exchange of all or substantially all of the assets of the corporation. Class A common shareholders and class B common shareholders voted, as a single class, in favour of a special resolution approving the sale or exchange of all or substantially all of the assets of the Corporation pursuant to the investment. The investment is subject to final approval by the TSX Venture Exchange.

Calgary based Eyelogic Systems Inc.(TSX VENTURE: EYE.A)(CSE: EYE.A) concluded its previously announced October 1, 2015 transaction and sold certain assets and the worldwide intellectual property rights for the Eyelogic System to 20/20 Vision Center LLC (“20/20 Vision”) and terminated the August 2012 US Distribution Agreement for cash consideration of $521,956 USD ($675,759 CAD based on October 9, 2015 noon price).

Financing2Winnipeg based Viventia Bio filed with the SEC to raise up to $86-million in an initial public offering. The company specializes in targeted-protein cancer therapies. Viventia cautioned it has incurred “significant losses” since it was started and such losses are likely to continue. As of June, Viventia had a deficit of $31.3 million. Underwriters include Cowen and Co. and Guggenheim Securities. The company will trade on the Nasdaq stock exchange under the symbol VITA.

Hemostemix Inc. (TSX VENTURE: HEM), a clinical-stage autologous cell-therapy company, announced hat it has engaged Wolverton Securities Ltd. in connection with a brokered private placement offering on a commercially reasonable efforts basis, which will consist of the issuance of up to 5,714,286 units at a price of $0.70 per Unit for aggregate maximum gross proceeds of up to CDN $4,000,000. There is no minimum amount to be raised. Each Unit shall consist of one common share of the Company and one half of one non-transferable share purchase warrant. Each whole Warrant will entitle the holder thereof to acquire one additional Common Share at an exercise price of $1.25 per Warrant, exercisable for a period of twenty-four months from the closing of the Offering.

Vivione Biosciences Inc. (TSX VENTURE:VBI) announced the completion of the first tranche of the previously announced transaction pursuant to an agreement entered into between the Corporation, Vivione Biosciences, LLC, one of its wholly-owned subsidiaries, and Montalcino Holdings I, LLC, a Texas-based limited liability corporation, pursuant to which Montalcino will purchase up to US$2,500,000 in the equity of the Subsidiary, as more particularly described in the Corporation’s management information circular dated September 14, 2015. On October 30, 2015 Montalcino completed the first tranche of its investment into the Subsidiary whereby it purchased 1,000,000 Series A Preferred Units of the Subsidiary at a price of US$1 per Unit, subject to final approval of the TSXV. It is expected that Montalcino will purchase a further 1,500,000 Units at a price of US$1 per Unit over the next twelve months, subject to the completion of certain milestones.

Vancouver based Aequus Pharmaceuticals Inc. (TSX VENTURE:AQS) (OTCQB:AQSZF), a specialty pharmaceutical company with a focus on developing, advancing and promoting differentiated products, announced that it has closed its previously announced offering of common shares of the company. The offering was made through Richardson GMP Limited and consisted of 2,475,000 Shares sold at a price of C$0.50 per Share, for aggregate gross proceeds of C$1,237,500. Aequus intends to use the net proceeds of the offering for (i) research and development activities in respect of Aequus’ lead product candidate, AQS-1301 (a once-weekly, transdermal application for aripiprazole); and (ii) general working capital purposes.

Miraculins Inc. (TSX VENTURE:MOM), a Winnipeg based medical diagnostic company focused on acquiring, developing and commercializing diagnostic tests and risk assessment technologies for unmet clinical needs, announced the first closing of a non-brokered private placement offering of up to 5,000,000 units at a price of $0.05 per Unit for gross proceeds of up to $250,000.

Supreme Pharmaceuticals Inc. (OTC PINK:SPRWF)(CSE:SL) advised that it has settled outstanding debts by the issuance of 215,000 common shares at a weighted average price of $0.125 per share. These shares shall be subject to a 4 month trading restriction.

BioMmune Technologies Inc. (TSX VENTURE: IMU), a Vancouver based company providing new therapeutic drug candidates for harnessing the immune system announced a non-brokered private placement of up to 2,000,000 units at a price of $0.30 per Unit for gross proceeds of up to $600,000. Each unit will consist of one common share and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share of the company at a price of $0.40 per share for a period of 24 months from the date of closing, subject to an exercise acceleration clause. The Warrants will expire 30 days from the date the company provides notice in writing to the warrant holders via a news release.

Microbix Biosystems Inc. (TSX: MBX), an innovator of biological products and technologies, confirmed that it closed the final tranche of the recently announced private placement offering. The final tranche resulted in the issuance of an additional 560,000 units at a price of $0.40 per unit for additional gross proceeds of $224,000. The entire private placement offering resulted in the issuance of an aggregate of 1,500,000 units and Microbix received total gross proceeds of $600,000. The financing was non-brokered. The private placement remains subject to the final approval of the Toronto Stock Exchange.

Vancouver based Precision NanoSystems, Inc. (PNI), a global nanomedicine company, announced the completion of a $13.4 million (CAD) private Series A financing. The investment was led by 5AM Ventures and Telegraph Hill Partners, with additional participants that include the Rising Tide Fund and other individual investors. PNI will use the funding to expand product development, increase manufacturing capacity and accelerate commercialization of its novel instruments and reagents platform.

Encycle Therapeutics, Inc., a University of Toronto spin-off company created in partnership with MaRS Innovation, announced that it has completed a $2.85 million (CAD) financing led by Oakville, Ontario based Takeda Pharmaceutical Company Ltd. through its venture capital arm, Takeda Ventures, Inc., with Accel-Rx Health Sciences Accelerator, BDC Capital and MaRS Investment Accelerator Fund.

Bee Vectoring Technologies International Inc. (TSXV:BEE) announced that it has received subscription commitments for $1,600,000 (CAD) and is in the process of completing a non-brokered private placement of 5,925,925 common shares at C$0.27 per Share for gross proceeds of $1,600,000 (CAD). BEE will apply the net proceeds of the offering to the further development of the company’s new state of the art manufacturing plant located in Mississauga, Ontario, EPA approvals, international patents, to attract and hire industry leaders to work with the company, and for general working capital purposes.

Eyelogic Systems Inc. (TSXV:EYE.A)(CSE:EYE.A) announced that it has entered into an agreement to sell the worldwide intellectual property rights for the Eyelogic System to 20/20 Vision Center LLC and terminate the August 2012 US Distribution Agreement for cash consideration of $521,956 USD ($696,591 CAD based on September 30, 2015 closing price). The agreement will transfer all of Eyelogic’s title and rights to its’ proprietary software code, US customer list, US patent, and other intellectual property.

Vancouver based LED Medical Diagnostics Inc. (TSXV: LMD) (OTCQX: LEDIF) announced that it is completing the second tranche to the previously announced debenture financing as disclosed in a news release by LED on July 22, 2015. In this second tranche the Company will issue US$500,000 of 10% senior secured debentures each in the amount of US$10,000 (the “Debentures”) and maturing after 12 months. The Debentures are being issued as part of a non-brokered private placement of units (each a “Unit”) with each Unit consisting of: (i) a Debenture; and (ii) 7,143 common share purchase warrants of the Company (each a “Warrant”). The lender for all Debentures will be the Bloom Burton Healthcare Lending Trust. The subscription price for each Unit is US$10,000.

Winnipeg based Kane Biotech Inc. (TSXV:KNE) announced that on September 22, 2015, it issued 254,178 common shares in payment of $12,708.91 in interest owing on the its $500,000 2 year 10% convertible redeemable unsecured note (the “Note”) as at September 18, 2015. Pursuant to the terms of the Note, the Kane has the option to issue Common Shares in lieu of cash in payment of interest on the Note at a deemed price per share equal to the market price of the Common Shares on the applicable interest payment date, subject to a minimum price of $.05 per share and the approval of the TSX Venture Exchange. The approval of the Exchange for the issuance of the Common Shares was obtained by the Corporation on September 22, 2015. The Common Shares issued by the Corporation are restricted from transfer for a period of four months from the date of issuance in accordance with applicable securities laws and TSX Venture Exchange policies.



Ipsen Groupe Pharaceutique (Euronext: IPN) and Telesta Therapeutics Inc. (TSX: TST; OTCMKTS: BNHLF) announced that they have entered into an exclusive licensing agreement for Ipsen to develop and commercialize MCNA1 for the treatment of high risk non-muscle invasive bladder cancer (NMIBC) in all countries of the world, with the exception of the United States, where Telesta is establishing commercial operations, Canada, South Africa, Mexico, South Korea and Japan.

The Centre for Drug Research and Development (CDRD), Canada’s national drug development and commercialization centre, and Vancouver based viDA Therapeutics Inc., have announced plans to expand their successful collaboration to develop much needed treatments for patients living with Discoid Lupus Erythmatosus (DLE). The two have been working together to develop viDA’s patented lead drug candidate, VTI-1002, advance it to a commercial stage, and in doing so, position the company further private sector investment and/or strategic partnership. The drug compound is a highly-specific and potent inhibitor of an enzyme, Granzyme B (Gzm B), which has been found in elevated levels in patients with autoimmune and chronic inflammatory diseases including lupus, abdominal aortic aneurysm, chronic skin ulcers, Crohn’s disease, and multiple sclerosis.

Spectral Medical Inc.,(TSX:EDT) (OTCQX:EDTXF), a Phase III company developing the first treatment for patients with septic shock that comprises a therapeutic device guided by a companion diagnostic, announced that it has entered into an exclusive agreement with Toray Medical Co., Ltd., to distribute Spectral’s rapid test for the assessment of endotoxin activity in human whole blood (EAA™) across 15 countries in the Middle and Far East: India, South Korea, Taiwan, Singapore, Thailand, Malaysia, Indonesia, Philippines, Vietnam, Cambodia, Myanmar, Brunei, Laos, the Kingdom of Saudi Arabia, and Republic of Turkey.

Ottawa based Nordion, Inc. (TSE:NDNinactive), a standalone business within Sterigenics International, welcomes today’s announcement by the United States Department of Energy‘s National Nuclear Security Administration (NNSA) to award $9.7M (USD) in cooperative agreement funding to General Atomics to advance their work with Nordion and the University of Missouri Research Reactor Center (MURR®) to establish a new, reliable supply of medical isotopes using Low Enriched Uranium (LEU) which will serve patients in the United States and around the world

Toronto based Portage Biotech Inc., (OTCMkt:PTGEF, CSE:PBT.U) headquartered in Toronto, Ontario, , and Biohaven Pharmaceutical Holding Company Limited, are pleased to announce a strategic alliance with ALS Biopharma LLC and Fox Chase Chemical Diversity Center, Inc. to develop Biohaven’s family of over 300 prodrugs of glutamate modulating agents as well as other innovative technologies. Under this agreement, Biohaven will provide $1.5M (CAD) in research funding to FCCDC to advance a lead prodrug candidate to IND filing.

Aequus Pharmaceuticals Inc. (TSXV:AQS)(OTCQB:AQSZF), a specialty pharmaceutical company with a focus on developing, advancing and promoting differentiated products, announced it has entered into a binding term sheet with an unnamed partner in Canada to be its exclusive promotion and marketing partner in the Canadian market for tacrolimus IR, an immunosuppressive therapy used for the treatment and prevention of acute rejection following organ transplantation, and potentially in connection with two additional transplant products. The Term Sheet provides that the parties will negotiate and enter into a more detailed, definitive service agreement. Aequus anticipates generating revenues from tacrolimus IR in Q1 of 2016.

Agilent Technologies Inc. (NYSE:A) announced the opening of a new center for life science research in partnership with Carleton University in Ottawa, Canada. The Carleton Mass Spectrometry Center, located in the university’s department of chemistry, is equipped with state-of-the-art mass spectrometers, gas and liquid chromatography systems, and bioinformatics tools from Agilent.

Alberta based VaxAlta Inc. announced a new collaboration with the Faculty of Science at the University of Alberta to advance early stage livestock vaccines research. The $660,000 investment from VaxAlta will support the research and development of glycoconjugate vaccines that target bacterial pathogens that impact animal health and human food safety.

Montreal based Knight Therapeutics Inc. (TSX:GUD), through one of its wholly-owned subsidiaries, announced that it has entered into an exclusive distribution agreement with Profounda Inc. to commercialize Impavido®(miltefosine), an oral treatment for visceral, mucosal and cutaneous leishmaniasis, in the United States. Knight previously licensed the ex-U.S. global rights to Impavido® to Paladin Labs Inc. until February, 2024. Under the terms of the agreement, Profounda will be responsible for leading all commercial activities related to Impavido® in the United States in exchange for a share of Impavido®’s U.S. net sales. Knight is responsible for product supply and regulatory management.


Calgary based Oncolytics Biotech, Inc. (TSX:ONC; NASDAQ:ONCY) announced that it has received notification from OTC Markets Group Inc. of its qualification for trading in the United States on the OTCQX® Best Market. In addition, the company has received notice from the Nasdaq OMX Group stating that, in accordance with Nasdaq listing rules, the Company’s shares will be delisted from the Nasdaq Capital Market, effective from the opening of trading on November 5th, 2015, for not maintaining the minimum $1.00 per share required for continued listing under Listing Rule 5550(a)(2). Oncolytics expects to begin trading on the OTCQX under the symbol “ONCY” on November 5th, 2015.

Montreal based Knight Therapeutics Inc. (TSX:GUD), through one of its wholly-owned subsidiaries, announced that a dividend to Knight in the amount of CAD $1.9 million has been approved by the Board of Directors of Medison (1995) Ltd. The dividend relates to Knight’s 28.3% equity interest in Medison Pharma, Israel’s leading pharmaceutical medical devices and diagnostic products manufacturer.

Montreal’s Bioflex Technologies Inc. (TSX VENTURE: BFT) (FRANKFURT: 6BX) announced a corporate rebrand and name change to Relevium Technologies Inc. in order to better reflect its overall corporate strategy. The name change is subject to shareholder approval and it will be proposed to shareholders at the annual and special meeting of the company, which is scheduled to take place on December 17th 2015.

Markham based Axxess Pharma Inc. (OTCMKTS: AXXE) announced completion of financial audits which meet PCAOB standards. The company has now filed its audited financials with the Securities and Exchange Commission (SEC) for up-listing to the more liquid OTCQB Stock Exchange. Up-listing to the OTCQB will allow basic investors, stock brokers, wealth managers and Portfolio Managers to have improved tradability of the stock (ticker symbol: AXXE).This is one more step in Axxess Pharma providing added transparency to all investors and investment agencies. Investors are now be able to view Axxess Pharma’s latest audited financials on a quarterly basis.

Aequus Pharmaceuticals Inc. (TSX VENTURE: AQS) (OTCQB: AQSZF), a Vancouver based specialty pharmaceutical company with a focus on developing, advancing and promoting differentiated products, announced it had granted incentive stock options to employees, consultants and directors of the company for the right to purchase up to an aggregate of 645,000 common shares of the company. These stock options are exercisable at a price of $0.55 per share, for a term of eight years, and vest in tranches over a 2 to 5 year period. The terms of the stock options granted are in accordance with the company’s Stock Option Plan.

BioAmber Inc. (NYSE: BIOA) announced that its Sarnia joint venture with Mitsui & Co. Ltd. has begun shipping bio-succinic acid to customers and is operating its manufacturing process at commercial scale, meeting a significant company milestone.

Generex Biotechnology Corporation (OTCQB: GNBT) announced that its wholly-owned immunotherapeutics subsidiary, Antigen Express, Inc., has entered into a Memorandum of Understanding with CompanDX Ltd. to conduct a Phase II clinical trial of the Antigen Express proprietary prostate cancer vaccine. CompanDX is located in the BioCity business incubator in Nottingham, England.

biOasis Technologies Inc. (TSXV: BTI) (OTCQB: BIOAF) announced that as part of its continuing strategy, its current listing on the OTCQX will be changing to a listing on the OTCQB. The Company’s trading symbol will remain BIOAF. The company believes that it remains in compliance with all relevant TSX Venture and OTCQB reporting standards and will continue trading on both exchanges.

Moseda Technologies Inc. (TSX VENTURE:MSD), a technology company focused on developing progressive mobile health and telemedicine solutions for institutional and home healthcare, announced that the company has been issued a Medical Device Establishment License (license number 6711) by Health Canada. The license allows the Company to import Class III medical devices and distribute them within Canada.

Montreal based BIOflex Technologies Inc. (TSXV:BFT) (FRA:6BX) announced the listing of its common shares for trading on the Frankfurt Stock Exchange under the symbol “6BX”. The Company’s common shares now trade concurrently on the Frankfurt Stock Exchange and on the TSX Venture Exchange under the symbol “BFT”.

Sernova Corp. (TSXV:SVA) (FRANKFURT:PSH) (OTCQB:SEOVF), a leading clinical stage, regenerative medicine company developing biologically compatible, implantable medical device and therapeutic cellular technologies headquartered in London, Ontario, announced it has been listed for trading on the OTCQB market exchange in the United States under the symbol “SEOVF”.

Helix BioPharma Corp. (TSX:HBP) (FRANKFURT:HBP), a biopharmaceutical company developing innovative drug candidates for the prevention and treatment of cancer, announced that Stacy L. Wills has voluntarily resigned from Helix’s board of directors, effective as of September 25, 2015.

Surrey based YOLO Medical Inc., a medical and aesthetic device manufacturing and distribution company, announced an agreement with Lila Enterprise, LLC. On August 19, 2014 YOLO commenced legal action for patent infringement against Chromogenex Technologies Ltd., Chromogenex US Inc., Strawberry – Laser Lipo Ltd., Lila Enterprise, LLC., Lipolaser Centers of America, One Source Media and Brandon Robinson. A previous master US distributor for for Chromogenex US, Inc, LiLa Enterprise, LLC filed Chapter 7 and issued all inventory and liquid assets as required by Chapter 7 guidelines.

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