The Cross-Border Biotech Blog

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

Monday Deal Review: October 29, 2012

Welcome to your Monday Biotech Deal Review for October 29, 2012.  Last week, we saw Warnex agree to sell their Bioanalytics Division, which specializes in bioavailability and bioequivalence analysis for pre-clinical and clinical studies, to France-based Biotrial Research. Calyx Bio-Ventures also had a busy week, not only announcing their intent to raise up to $5 million through provate placement, but also that they will be increasing their existing minority stake in Agrisoma Biosciences. For more detail on these stories as well as many more, read on!   

M & Eh

Warnex Inc. (TSXV: WNX) has announced that it has entered into a binding agreement for the sale to Biotrial Research S.A.S., an arm’s length privately-owned contract research organization headquartered in Rennes, France, of its Bioanalytical Services division. Closing of the sale of the business is expected to occur on or about December 10, 2012 and is subject to a number of conditions, including the approval of the Transaction by the TSX Venture Exchange and by the shareholders of Warnex.

Investment

Calyx Bio-Ventures Inc. (TSXV: CYX) has reached agreements with its minority-owned operating subsidiary, Agrisoma Biosciences Inc., and with Agrisoma’s other minority shareholders, to acquire a majority stake in Agrisoma. Pursuant to these agreements, Calyx will increase its position to a majority stake in Agrisoma. Concurrently, Calyx has entered into an agreement with Canaccord Genuity Corp. to place up to 13,333,333 units of the company at a price of $0.30 per unit for total gross proceeds of up to $4,000,000. The company will also grant the agent an option to solicit additional units to raise additional gross proceeds of up to $1,000,000, exercisable 48 hours prior to closing.

Medifocus Inc.  (TSX-V:MFS) has announced that it has awarded 3,000,000 shares to its directors and officers, at a deemed price of $0.18 per share, in lieu of a portion of the directors and officers cash compensation as well as in recognition of their continued service to the company.

Cynapsus Therapeutics Inc. (TSXV: CTH) has announced that it has closed a brokered private placement. Cynapsus issued an aggregate of 3,400,000 Units at a price of $0.05 per Unit raising gross proceeds of $170,000. Each unit consists of one common share and one share purchase warrant. Each warrant entitles the holder to acquire one additional common share at an exercise price, subject to adjustment, of $0.0625 per warrant share from the closing date for a period of 12 months, and thereafter at an exercise price of $0.10 per warrant share. If the common shares of the Corporation are consolidated during the 12 month period following the closing date on a basis of more than 1.6 common shares for one new common share then the automatic increase in the exercise price of the warrants 12 months following the closing date will not apply, provided the exercise price will nevertheless be adjusted as a result of the consolidation in accordance with the terms of the warrant. The warrants shall be exercisable by the holder thereof on any business day during the period ending 60 months following the closing date.

Aeterna Zentaris Inc. (TSX: AEZ) (NASDAQ: AEZS) has announced that on October 19, 2012, NASDAQ notified the Company that it has regained compliance with Rule 5450(a)(1), which requires a minimum bid price of $1.00 for continued listing on the NASDAQ Global Market. This was the result of efforts (previously covered) by the company to consolidate their issued and outstanding shares on a six to 1 basis.  

Commercial Agreements

Functional Technologies Corp. (TSXV:FEB) has entered an agreement for the optimization and commercial grade-production of the Company’s Acryleast™ acrylamide-preventing (AP) yeasts. This agreement, which also contains certain commercial terms, enables the producer to begin the manufacture of the AP yeasts so that pilot scale volumes can, and currently are being produced and shipped to the Company’s food processing collaborators, which collectively represent some of the world’s largest and most recognized multinational food companies.

Kane Biotech Inc. (TSXV: KNE), has announced that the company has signed a non-exclusive licensing agreement with Avmor Ltd for the manufacturing, distribution and sales of the Company’s KBI Antibacterial Hard Surface Disinfectant (KBI) for the Canadian market. Avmor is Canada’s leading manufacturer of professional cleaning solutions for the janitorial, sanitation and foodservice markets. Details of the agreement are not disclosed. The agreement provides Avmor, with the rights to manufacture, distribute and sell KBI with an associated period of market exclusivity for the Canadian marketplace.

Nordion Inc. (TSX: NDN) has extended its contract with its primary Medical Isotopes customer, Lantheus Medical Imaging, Inc. (LMI) for the supply of Molybdenum-99 (Mo-99). Under the terms of the amended agreement, the contract has been extended for an additional two years through 2015. Nordion expects to supply Mo-99 on a weekly basis to Lantheus Medical Imaging. The multi-year contract reflects specific pricing for each year of the contract. Lantheus is Nordion’s single largest customer, purchasing the majority of Nordion’s Mo-99.

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