Canada: November 2016 Deal Round-Up

Last Updated: December 8 2016
Article by Cameron Mingay

The following is a summary of major deals in the life science space that closed or were announced as closed in November 2016. 

November 2016 saw tremendous activity among cannabis stocks, hot on the heels of the announcement that voters in several U.S. states supported measures that would legalize marijuana for recreational use. The activity (and volatility) in the capital markets was thrown into stark relief on November 16, 2016 with share price volatility for a number of Canada's publicly traded cannabis companies triggering multiple circuit-breaking halts.

A number of significant financing events for Canadian-based companies developing novel medical tools and therapeutics were also reported in November 2016.

MERGERS & ACQUISITIONS

Date: Announced November 16, 2016

Acquirer: Mettrum Health Corp. (TSXV: MT)

Target: Apollo Applied Research Inc.

Deal size: $1 million in cash and 522,684 shares 

Description: On November 16, 2016, Mettrum Health Corp. ("Mettrum") announced that it had acquired 100% of the shares of Apollo Applied Research Inc. ("Apollo"). Under the terms of the acquisition, Mettrum paid $1 million in cash and issued 522,684 shares from treasury at closing. Mettrum will issue additional shares over the next 5 years based on Apollo achieving certain operational metrics. Mettrum is a TSXV listed company, focused on the research, development, production and distribution of cannabis products. Apollo, now a wholly owned subsidiary of Mettrum, conducts clinical research trials in the field of chronic pain.

Source: Press Release, "Mettrum Announces Strategic Acquisition to Further Accelerate Growth and Research Profile", November 16, 2016.

**On December 1, 2016, Mettrum and Canopy Growth Corporation ("Canopy") announced that they have entered into a definitive arrangement agreement pursuant to which Canopy will acquire all of the issued and outstanding shares of Mettrum for a total transaction value of approximately CDN $430 million satisfied by the issuance of common shares in Canopy. We will provide updates on this deal as it progresses.
FINANCINGS

Date: Announced November 1, 2016

Type: Series A financing 

Issuer: Intellijoint Surgical Inc.

Investor(s): Undisclosed private investors

Deal size: CDN $11 million

Description: On November 1, 2016, Intellijoint Surgical Inc. ("Intellijoint") announced the completion of its Series A financing with CDN $11 million in financing. The Series A closed in multiple tranches and officially closed on September 30, 2016. The financing was led by private investors. Intellijoint develops surgical navigation solutions. The company's intellijoint HIP® product provides surgeons with real-time, intraoperative measurements to ensure proper positioning of orthopaedic implants during Total Hip Arthroplasty.

Source: Press Release, "Intellijoint Surgical Raises $11MM to Expand the US Launch of intellijoint HIP", November 1, 2016.

Date: November 1, 2016

Type: Brokered private placement of unsecured convertible debentures

Issuer: Aurora Cannabis Inc. (TSXV: ACB)

Investment Dealers: A syndicate of investment dealers, led by Canaccord Genuity Corp. and including Cormark Securities Inc., Dundee Securities Ltd., Mackie Research Capital Corporation and Echelon Wealth Partners Inc.

Deal size: $25 million

Description: On November 1, 2016, Aurora Cannabis Inc. ("Aurora" or the "Company") completed a brokered private placement of unsecured convertible debentures of the Company for gross proceeds of $25 million. The debentures mature on November 1, 2018, and bear interest from the date of closing at a rate of 8% per annum, payable semi-annually. The debentures are convertible at the holder's option into common shares of the Company at any time prior to the maturity date at a conversion price of $2.00 per common share. 

Source: Press Release, "Aurora Completes $25 million Debenture Offering", November 1, 2016

Date: Announced November 2, 2016

Type: Series B financing

Issuer: Turnstone Biologics Inc.

Investor(s): Financing led by OrbiMed with the participation of F-Prime Capital Partners, Fight Against Cancer Innovation Trust and Versant Ventures.

Deal size: Approx. CDN $55.3 million

Description: On November 2, 2016, Turnstone Biologics Inc. ("Turnstone") announced the completion of a $41.4 million (approx. CDN $55.3 million) Series B financing led by OrbiMed with the participation of F-Prime Capital Partners, Fight Against Cancer Innovation Trust and Versant Ventures. Turnstone is an Ottawa-based company that develops oncolytic viral immunotherapies. Its most advanced product, an oncolytic Maraba virus, is currently in clinical development.

Source: Press Release, "Turnstone Biologics Raises $41.4 Million Series B Financing", November 2, 2016

Date: November 2, 2016

Type: Non-brokered private placement of convertible senior secured debentures

Issuer: Golden Leaf Holdings Ltd. (CNX: GSE)

Investor(s): Accredited Investors in Canada and the United States

Deal size: CDN $3,975,000

Description: On November 2, 2016, Golden Leaf Holdings Ltd. ("Golden Leaf" or the "Company") closed the third tranche of its previously announced non-brokered private placement (the "Offering") of convertible senior secured debentures of the Company. An aggregate of CDN$3,975,000 principal amount of debentures were issued at a price per debenture of CDN$1,000. The total gross proceeds of the Offering was CDN$12,000,000. The debentures mature on a date that is 18 months after issuance, bearing interest at a rate of 10% per annum, payable semi-annually. The debentures are convertible at the holder's option into common shares of the Company at any time prior to the maturity date at a conversion price of CDN$0.30 per common share. Golden Leaf is an Oregon-based cannabis oil and solutions provider.

Source: Press Release, "Golden Leaf Holdings Ltd. Announces Closing of Third Tranche of Non-Brokered Private Placement of Convertible Debentures", November 3, 2016

Date: November 14, 2016

Type: Bought deal offering

Issuer: Profound Medical Corp. (TSXV: PRN)

Underwriter(s): A syndicate of underwriters led by GMP Securities L.P., and including Echelon Wealth Partners Inc. and Mackie Research Capital Corp. 

Deal size: Approx. CDN $17.4 million

Description: On November 14, 2016, Profound Medical Corp. ("Profound" or the "Company") announced the completion of its bought deal offering of 15,820,000 common shares of the Company at a price of CDN $1.10 per common share for gross proceeds of approximately CDN $17.4 million. The offering was made by way of a short form prospectus, with the final short form prospectus filed on November 7, 2016.

Source: Press Release, "Profound Medical Corp. Completes Previously Announced $17.4 Million Bought Deal Offering of Common Shares", November 14, 2016.

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