The Cross-Border Biotech Blog

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

Monday Deal Review: September 31, 2012

Welcome to your Monday Biotech Deal Review for September 31, 2012. This week’s big news is yet another acquisition by Valeant, this time for the U.S rights and inventory of an age-related macular degeneration treatment from QLT Inc. Find more details on this story and others by clicking through.

M & Eh

Valeant Pharmaceuticals International, Inc. (TSX: VRX) has announced that it has acquired Visudyne®, used to treat abnormal growth of leaky blood vessels in the eye caused by wet age-related macular degeneration, from QLT Inc. (TSX:QLT). Valeant paid $62.5 million upfront for all U.S. rights and available inventories for Visudyne, which had U.S. revenue of approximately $21 million in 2011, and another $50 million upfront for rights to non-US royalties on Visudyne sales, which were approximately $14 million in 2011. Valeant has also agreed to pay an additional $5 million in contingent payments relating to the development of QLT’s laser program in the United States and up to $15 million in contingent payments relating to the non-U.S. royalties. Additionally, Valeant has manufacturing rights and assumed a supply agreement for outside of United States. The transaction is expected to be immediately accretive.

Abattis Bioceuticals Corp.  (CNSX:FLU) has announced that the company will be proceeding with the acquisition from Michael Withrow, the President, CEO and a director of the company, of up to 450 domain names related to the business of the Company as well as certain assets comprised of (i) an unassembled plant related to an apparatus and/or a technology for extracting oils from natural biomass using a flash freezing extraction method; and (ii) certain engineering know- how, business models and trade secrets related thereto. In consideration for the acquisition, the company will be issuing an aggregate of 6,136,362 common shares (2,727,272 shares for the Domain Names and 3,409,090 shares for the FFE Acquired Assets) at a deemed price of $0.11/share.

Insception Biosciences Inc. and Lifebank Corp. (TSXV:LBK) announced that Insception has been successful in its bid to acquire Lifebank under its previously announced offer. A total of 10,330,941 common shares in the capital of Lifebank were validly deposited at the expiry time of the offer. Insception now owns a total of 10,330,941 common shares in the capital of Lifebank. At the time of the close of the offer, this represented approximately 91.32% of Lifebank’s issued and outstanding common shares on a fully-diluted basis. Insception has taken up these shares and payment for such deposited shares will be made on or before September 28, 2012. Insception will pay the offered consideration of $0.495 in cash per share in respect of taking up the those shares validly deposited at the expiry time of the offer. Insception now intends to acquire all of the remaining shares by compulsory acquisition. Upon completion of the compulsory acquisition, Insception intends to de-list the Lifebank shares from the TSX Venture Exchange.


Gemoscan Canada, Inc. (TSXV:GES) has announced its intention to issue shares for services to a consultant of the company in exchange for the provision of certain consulting services related to business development and strategic advisory services.

Critical Outcome Technologies Inc.(TSXV:COT) has announced that at its Board meeting of September 25, 2012 the Board of Directors approved the granting of 1,592,506 stock options to its eight Directors under the Company’s Stock Option Plan as a retainer for their service on the Board and its committees for the next year. The options have a five year life with 25% vesting at the end of each quarter from the date of grant. The exercise price is $0.16 and represents the closing price of the Company’s common shares on September 24, 2012, the last trade reported on the TSX Venture Exchange prior to the meeting

Functional Technologies Corp. (TSXV:FEB) reports that, subject to TSX Venture Exchange approval, the amount to be raised in the second tranche of the non-brokered private placement announced in its news release of July 16, 2012 has been further increased to $1,500,000. Details of the closing of the first tranche were reported in the Company’s news release of August 9, 2012.

APEX PHARMACIES LTD. announced that its offer to purchase up to 1,538,461 common shares of the company from its shareholders at a price of $0.65 per Common Share has been extended for a period of thirty (30) days, with the expiration date of the Offer being amended and extended from 5:00 p.m. (Calgary time) on September 25, 2012 to 5:00 p.m. (Calgary time) on October 25, 2012.

Neptune Technologies & Bioressources Inc.  (TSX:NTB), a biotechnology company engaged primarily in the development, manufacture and commercialization of marine-derived omega-3 polyunsaturated fatty acids, has announced that it has priced an underwritten public offering of 7,318,000 newly issued common shares at a public offering price of US$4.10 per share. The gross proceeds to Neptune, before underwriting commissions and other offering expenses, are expected to be approximately US$30 million. Neptune has granted the underwriters of the offering an option to purchase an additional 1,097,700 common shares at the public offering price during the period ending 30 days from the closing of the offering.

Response Biomedical Corp. (TSX:RBM), announced today the completion of the consolidation of issued and outstanding common shares of the Company (the “Common Shares”) on the basis of every twenty (20) Common Shares being consolidated into one (1) Common Share (the “Consolidation”). The Company expects the post-Consolidation Common Shares to begin trading on the Toronto Stock Exchange and the OTC Bulletin Board in the United States on or about September 26, 2012.


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