The Cross-Border Biotech Blog

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

Monday Deal Review: May 27, 2013

Welcome to your Monday Biotech Deal Review for May 27, 2013! After what was hopefully a peaceful and relaxing Victoria Day, we can get back to business with two week’s worth of news.  To start, Bioniche is looking to sell its animal health business, having engaged an advisory firm to advise on a transaction. In adidtion, TheraVitae is entering into a transaction with Technical Ventures RX Corp, ultimately creating the publicly-traded biotech Hemostemix. TheraVitae currently works in the area of blood-derived autologous adult stem cell therapies.

Also noteworthy is Aeterna Zentaris’s at market issuance of up to US$4.6 million worth of shares on the NADAQ. Finally, iCo Therepeutics closed its own marketed offering, with proceeds of $3,379,519.90.

Theres still more to see from the last two weeks, so hit the break and get up to speed on the all the major biotech news.

M&Eh

Bioniche Life Sciences Inc. (TSX: BNC) has engaged U.S.-based Evercore Partners to assist the Board of Directors and management in its divestment of the Animal Health business. Evercore is an advisory firm in the U.S. that specializes in merger and acquisition transactions, divestitures and restructurings. This decision to divest the Animal Health business was taken following several months of discussion between the Board of Directors and management related to unlocking corporate value for the benefit of all shareholders, and following the receipt of several unsolicited offers to purchase the business.

Technical Ventures RX Corp. (TSXV:TIK.P) a capital pool company listed on the TSX Venture Exchange, announces it has entered into a Letter of Intent dated for reference April 18, 2013, regarding a proposed transaction with TheraVitae Inc., a privately held company incorporated under the Business Corporations Act (Canada), with offices in Toronto, Canada and Ness Ziona, Israel. TVI operates as a clinical-stage Canadian biotechnology company focused on developing, manufacturing and commercializing blood-derived autologous adult stem cell therapies to treat severe medical disorders. Under the transaction, the corporation will acquire 100% of the issued and outstanding common shares of TVI whereby the holders of TVI shares will receive common shares of the corporation in exchange for their TVI shares. Pursuant to the share exchange, the corporation shall issue 50,000,000 post-consolidation common shares to the shareholders of TVI at a deemed issue price of $0.50 per common share, for an aggregate purchase price of $25,000,000. Immediately prior to closing the transaction, the corporation will complete a share consolidation of its common shares on a one for five basis and a corporate name change to Hemostemix Ltd.

Investment

iCo Therapeutics Inc. (TSXV: ICO) has closed its previously announced overnight marketed offering.  Under the offering 9,655,771 units were priced at $0.35 per unit for aggregate gross proceeds of $3,379,519.90.  Each unit is comprised of one common share of the company and one common share purchase warrant.  Each warrant entitles the holder to acquire one common share at a price of $0.40 per share for a period of 5 years following closing of the offering.

Aeterna Zentaris Inc. (TSX: AEZ) (NASDAQ: AEZS) has entered into an “At Market” Issuance (ATM) Sales Agreement, dated May 21, 2013, with MLV & Co. LLC, under which the company may, at its discretion, from time to time during the term of the sales agreement, sell up to a maximum of  2.5 million of its common shares through ATM issuances on the NASDAQ Stock Market up to an aggregate amount of US$4.6 million. MLV will act as sales agent for any sales made under the ATM. The common shares will be sold at market prices prevailing at the time of the sale of common shares, and, as a result, prices may vary.

Covalon Technologies Ltd. (TSXV: COV) has announced the proposed consolidation of its issued and outstanding common shares on a basis of 10 pre-consolidated shares for each post-consolidation share, subject to shareholder approval and TSX Venture Exchange approval. The proposed consolidation is to be put before shareholders at the company’s annual and special meeting of shareholders to be held on June 13, 2013.  The company will not be changing its name in connection with the consolidation. Currently, a total of 92,761,708 shares are issued and outstanding. Accordingly, if the consolidation is put into effect, a total of 9,276,171 shares would be issued and outstanding following the consolidation, before taking into account cancellation of any fractional shares and assuming there are no other changes in the issued capital of the company. 

Med BioGene Inc. (TSX-V:MBI) has announced that 2,318,000 warrants and agents’ warrants to purchase an equal number of common shares of MBI at a price of $0.10 per share were exercised for gross proceeds to MBI of $231,800. As such, MBI currently has cash and cash equivalents of approximately $470,000.

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