The Cross-Border Biotech Blog

Biotechnology, Health and Business in Canada, the United States and Worldwide

Monday Biotech Deal Review: March 21, 2011

Welcome to your Monday Biotech Deal Review for March 21, 2011.  There was some interesting investment and commercial transactions announced and closed last week, including the $15M private placement announced by Novadaq, the $4M bond financing closed by SemBioSys and Pacgen’s announcement of a corporate makeover to accommodate its recent investments in the products of General Biologicals Corporation.  Read on to learn more. 

Investment

Novadaq(R) Technologies Inc. (TSX: NDQ) entered into subscription agreements to raise approximately $15M through private placements of units.  Each unit costs $3.17 and consists of one common share and 0.45 of a common share purchase warrant, exercisable at $3.18 per whole warrant for five years following closing.

Noveko International Inc. (TSX: EKO) closed a $2.5M first tranche of a private placement of units, with each unit offered at $0.40 and each full warrant at $0.60.  The warrants are subject to acceleration if the Company’s Class A Shares trade at $1.50 on weighted average basis for 20 consecutive business days.  On notice from the Company, the warrants will expire 30 days following the completion of the acceleration conditions.  6,267,584 Class A shares were issued pursuant to this closing, and 3,133,792 Class A shares may be issued on exercise of the warrants.

Functional Technologies Corp. (TSXV: FEB) was awarded $2.5M in non-dilutive funding through its subsidiary from the Government of Canada’s Atlantic Innovation Fund.  The funds are to support commercialization of the company’s proprietary acrylamide-preventing yeast technology, Acryleast(TM), in the processed potato industry.

PharmaGap Inc. (TSXV: GAP) received further subscriptions in the amount of $198,440 for the final closing of its previously announced private offering of units (covered here), bringing the total gross proceeds to $1,034,165.  1,804,000 units will be issued at a price of $0.11 per unit, bringing the total number of units issued to 9,401,500.  Each unit consists of one common share and a common share purchase warrant exercisable for two years at a price of $0.16 per share.  95,360 broker warrants and $10,490 in cash fees will be paid to Northern Securities Inc.

SemBioSys Genetics Inc. (TSX: SBS) closed its $4M bond financing from Concept Capital Management Ltd. The bonds also came with detachable warrants to purchase common shares.  The bonds bear interest at 7%, compounded annually, with a maturity of 10 years following issuance, and are secured by certain of the Company’s IP.  The bonds may be called by bondholders after three years, or redeemed by the Company any time at 120% face value, plus accrued interest.  The warrants entitle the holder to purchase with cash, bonds, accrued interest or a combination thereof up to $4M in common shares for 10 years following closing, at an initial exercise price of $0.06 per common share, subject to adjustment.  The transaction was exempt from the shareholder approval requirements of the TSX due to the financial hardship of the Company.

Licensing, Collaboration and Commercial Transactions

Pacgen Biopharmaceuticals Corporation (TSXV: PGA) obtained an exclusive right to market and distribute the entire product portfolio of General Biologicals Corporation in regions of North America and China.  Pacgen also signed a non-binding LOI to acquire the business and operating assets of CurieMed Corporation, which is a subsidiary of GBC, and which assets include molecular diagnostics testing and imaging services such as PET/CT scans.  Pacgen will undergo a corporate transformation to accommodate these developments and will integrate a diagnostics division into its corporate platform.  Pacgen has indicated that a further comprehensive news release will be issued once negotiations and certain conditions have been completed.

EnWave Corporation (TSXV: ENW) (FRA: E4U) signed a term sheet to acquire patents and know-how that it currently licenses from University of British Columbia for Radiant Energy Vacuum dehydration technology.  A definitive agreement for the acquisition is planned for April 15, 2011.  EnWave is to pay UBC $5.5M in cash and equity, subject to adjustment, but limited with respect to the equity component to a maximum of 1.5M common shares.

Ambrilia Biopharma Inc. entered into an option agreement with ZBx Corporation granting ZBx the option to acquire exclusive worldwide rights to Ambrilia’s proprietary PSP-94 reagents and related IP.  If exercised, Ambrilia may receive up to $50M in cash and achievement of sales milestones, as well as royalties and percentage share of proceeds from sublicensing.  The option was approved by the Commercial Chamber of the Superior Court of Montreal.  The Court also approved its previously announced worldwide licensing agreement with Tournoux Biotech SAS for the development and manufacture of MTX and OSK1 technologies. Ambrilia also provided its bi-weekly Default Status Report under National Policy 12-203 – Cease Trade Orders for Continuous Disclosure Defaults.  Since its most recent default announcement on November 10, 2010, there have been no material changes.

Med BioGene Inc. (TSXV: MBI) announced an upcoming annual and special meeting of shareholders to be held April 12, 2011.  The special business to be conducted will be for the shareholders to determine whether the corporation should enter into the Commercialization, License and Research Reimbursement Agreement with Precision Therapeutics, Inc., previously announced March 1, 2011 (and covered here).  As well, an article regarding Med BioGene’s recent developments may be found here.

Other Corporate Announcements

Theralase Technologies Inc. (TSXV: TLT) launched its US and Canadian sales marketing strategy, which contemplates additional hires, for sales of its proprietary super-pulsed laser technology for neural muscular skeletal conditions.  Under the strategy, Canada and the US will be divided into geographic regions, with marketing overseen by new Territory Sales Managers.

Cangene Corporation (TSX: CNJ) has become an early IFRS adopter and has received approval to prepare financial statements in accordance with IFRS for periods beginning on or after January 1, 2010. The Company will adopt IFRS retroactive to its interim financial reporting period beginning August 1, 2010 with an August 1, 2009 date of transition.

Government Biotech

The Centre for Drug Research and Development and the Pan Alberta Metabolomics Platform signed a preferred collaboration agreement to work together on projects of mutual interests. The Centre for Drug Research and Development and Western Economic Diversification Canada also announced $900,000 in Government of Canada support for the CDRD to establish a leading-edge Biologics Division at its research facilities at UBC.

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2 responses to “Monday Biotech Deal Review: March 21, 2011

  1. Pingback: Monday Biotech Deal Review: March 29, 2011 « The Cross-Border Biotech Blog

  2. Pingback: Monday Biotech Deal Review: April 4, 2011 « The Cross-Border Biotech Blog

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