October 27, 2014

Monday Deal Review - October 27, 2014


Welcome to your Monday Biotech Deal Review for October 27th, 2014!


Zymeworks, which combines proprietary molecular simulation technology with high performance computing to design and optimize protein therapeutics, had some significant announcements this week, closing a $17.3 million offering while also obtaining a $375 million licensing, collaboration and equity investment arrangement with Eli Lilly. 

Meanwhile, Oncolytics Biotech, Zecotek, Supreme Pharmaceuticals and Hamilton Thorne are engaging in offerings of their own worth $20 million, $2.5 million, $1 million and $750,000, respectively.

For details on these stories as well as the other major news stories of the last week, keep reading!



Oncolytics Biotech Inc. (“Oncolytics”) (TSX:ONC; NASDAQ:ONCY) announced that it has entered into an “at-the-market” (ATM) equity distribution agreement with Canaccord Genuity Inc. acting as sole agent. Under the terms of the distribution agreement, the Company may, from time to time, sell shares of its common stock having an aggregate offering value of up to $20 million through Canaccord Genuity Inc.  The Company will determine, at its sole discretion, the timing and number of shares to be sold under this ATM facility.

Zymeworks Inc., announced the close and over-subscription of a previously announced private placement. The financing included investments from new and existing shareholders, and extended the total gross proceeds from the offering to approximately $17.3M. The Company’s decision to close the private placement was made in advance of the announcement of a US $375 million licensing and collaboration expansion with Eli Lilly and Company. The licensing and collaboration agreement also included an equity investment by Lilly, which was excluded from the proceeds of the over-subscribed private placement.

Zecotek Photonics Inc. (TSX-V: ZMS) (Frankfurt: W1I.F), (the “Company”) announced that it has engaged Maison Placements Canada Inc. (“Maison”) of Toronto, to conduct a best efforts brokered private placement offering of equity units of up to $2.5 million through issue of up to 7,142,857 units of the Company (each, a “Unit”) at a price of $0.35 per Unit. Each Unit will consist of one common share of the Company (“Common Share”) and one common share purchase warrant.   Each common share purchase warrant entitles the holder to acquire one additional Common Share at an exercise price of $0.50 per Common Share for a period of 24 months after the date the private placement closes.  The Common Shares and warrants issued pursuant to the private placement will be subject to a four-month hold period. Pursuant to the financing, the Company will pay to Maison 7% of the proceeds of the sale of the Units and issue non-transferable agent’s warrants to purchase Common Shares equal in number to 7% of the Units sold to investors found by Maison, at an exercise price of $0.50 per share for a period of 24 months.

Supreme Pharmaceuticals Inc. (“Supreme” or the “Company”) (CSE:SL) announced that it is undertaking a non-brokered private placement of up to 3,125,000 units in the capital of the Corporation (“Units”) at a price of $0.32 per Unit for aggregate gross proceeds of up to $1.0 million (the “Offering”). Each Unit will consist of one common share in the capital of the Company (“Common Share”) and one-half of one Common Share purchase warrant (a “Warrant”), with each whole Warrant entitling the holder to purchase one additional Common Share for $0.50 for a period of 24 months from issuance of the Units. Each Warrant will be subject to an accelerated expiry period upon 30-days notice by the Corporation to the subscriber if the Common Shares trade at or above $0.70 for any five (5) day period during the term of the Warrants. The Company may pay commissions to brokers who assist in completion of the private placement in accordance with applicable law and the policies of the Canadian Securities Exchange. The proceeds from the Offering shall be used to fund the continuing development of the Company’s Kincardine facility and general working capital purposes. The Company is offering the Units to existing holders of Common Shares (“Existing Shareholders”) in addition to subscribers (the “Subscribers”) who are Accredited Investors (as the term is defined in the Securities Act (Alberta) or other legislation applicable in the jurisdiction in which such Subscribers resides), on a prospectus exempt private placement basis for the purpose stated herein. Any Existing Shareholder of Supreme as at October 21, 2014 will be eligible to purchase Units pursuant to the recently adopted “existing security holder” prospectus exemption in all Canadian jurisdictions other than Ontario and Newfoundland.

Hamilton Thorne Ltd. (TSX-V: HTL) (“Hamilton Thorne” or the “Company”), announced that it is proposing to issue, on a non-brokered private placement basis, an aggregate of up to 7,500,000 Units (“Units) at an offering price of CDN$0.10 per Unit for aggregate gross proceeds of up to approximately CDN$750,000 (subject to increase at the discretion of the board of directors) (the “Offering”). Each Unit will consist of one common share (each, a “Common Share”) of the Company and one common share purchase warrant (each, a “Warrant”). Each Warrant will provide the holder the right to purchase a Common Share at CDN$0.20 for a period of twelve months following the closing (subject to acceleration in certain circumstances at the Company’s sole discretion). The Company anticipates that up to approximately 2,000,000 Units representing gross proceeds of up to approximately CDN$200,000 will be issued to insiders of the Company. The Offering is subject to the approval of the TSX-V and is expected to close in mid-November 2014. The Company may pay finder’s fees to certain third parties in accordance with the policies of the TSX-V for introducing qualified subscribers to the Company under the private placement. The Company intends to use the net proceeds of the Offering to fund product development and provide working capital to support its operations and future growth.

Amorfix Life Sciences Ltd. (TSX: AMF) (the “Corporation”) announced that it has closed the first tranche of a non-brokered private placement (the Offering) pursuant to which 1,260,000 common shares of Amorfix (Shares) and 1,260,000 Warrants were issued for gross proceeds of CDN$352,800. Each Warrant entitles the holder to purchase one Share at a price of CDN$ 0.50 for a period of 36 months following the closing date of the Offering, subject to earlier expiry in the event (a trigger event) that, following the expiry of the four month hold period, the volume-weighted average price of Amorfix’s common shares on the Toronto Stock Exchange (TSX) over a period of twenty consecutive trading days exceeds $1.00. On the occurrence of a trigger event, Amorfix may give notice to holders to accelerate the expiry to a date which is not less than 30 calendar days after such notice is sent to the holders. All securities issued in connection with the Offering are subject to a four month hold period from the date of issuance in accordance with applicable securities law. The closing of the Offering is subject to receipt of TSX approval. The Company also announced that it will get the rights back for development and commercialization of the ALS antibody therapeutics originally licensed to Biogen-Idec effective January 14, 2015.

Premier also announced that it has received notices of warrant exercise from certain warrantholders (“Warrantholders”) that they wish to exercise their share purchase warrants into Common shares of the Company. Total proceeds of the warrant exercise are $459,844.25. A total of 9,196,885 Common shares are issuable upon the exercise. All the Warrantholders are insiders of the Company. Premier has further announced that it has received conversion notices from certain debentureholders that they wish to convert the principal amount and accrued and unpaid interest owing on certain convertible debentures (“Debentures”) into units (“Units”) of the Company. Each Unit consists of one Common share of the Company and one share purchase warrant (“Warrants”), exercisable to purchase an additional Common share at $0.05 and expiring on March 31, 2016 and July 9, 2016. The total principal amount of the Debentures is $450,000 with 6% interest payable thereon, and is convertible at $0.05 per Unit. The Company has received conversion notices from certain holders of convertible preferred shares of its subsidiary, Premier Diagnostic Center (Vancouver) Inc. that they wish to convert their preferred shares and the declared and unpaid fixed rate 6% dividends owing thereon into Common Shares of the Company. Each preferred share is convertible into 20 Common shares of the Company. A total of 19,306,885 Common shares and 9,196,885 Warrants are issuable upon the conversion. A total of 19,256,635 Common shares and warrants (representing 99% of the issued shares) were issued to insiders of the Company.


Oncolytics announced that it has reached an agreement on amendments to its share purchase agreement (the “Agreement”) with Lincoln Park Capital Fund, LLC (“LPC”) dated February 27, 2014. The specific amendments to the Agreement include allowing the Company to sell shares to LPC at the Company’s sole option independent of the closing price of the Common Stock, increasing the number of shares that may be sold to LPC at certain price levels and changes to the way the number of Commitment Shares issuable are calculated. In consideration of the amendments to the Agreement, the Company shall issue 146,397 shares of Common Stock to LPC.  All other terms and conditions of the Agreement remain in force without amendment.

Vivametrica and SensorUp announced an exclusive partnership to collect, standardize and integrate data from wearable devices for application in healthcare environments. This partnership standardizes and calibrates the data that will integrate into Vivametrica’s analytics platform, resulting in data management and assessments for consumers, enterprises and healthcare organizations.


Aptose Biosciences Inc. (Aptose) (TSX:APS), a clinical-stage company developing targeted agents and molecular diagnostics to treat the underlying mechanisms of cancer, announced that its common shares have been approved for listing on the NASDAQ Capital Market under the symbol “APTO“. Aptose will begin trading on NASDAQ on or around October 23, 2014. The Company will retain its listing on the Toronto Stock Exchange under the symbol “APS”.

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