Canada: March 2017 Deal Round-Up

Last Updated: April 13 2017
Article by Cameron Mingay

The following is a selection of major deals in the life science space that closed or were announced as closed in March 2017.

MERGERS & ACQUISITIONS
Date: March 3, 2017

Type: Acquisition

Target: Valeant Pharmaceuticals International, Inc. ("Valeant") (NYSE: VRX; TSX:VRX) (specifically, Valeant's CeraVe, AcneFree and AMBI skincare brands)

Acquirer: L'Oréal SA ("L'Oréal")

Deal size: US $1.3 billion

Description: On March 3, 2017, Valeant announced the completion of the sale of its CeraVe, AcneFree and AMBI skincare brands to L'Oréal SA for cash consideration of $1.3 billion. Valeant indicated that the rationale for the sale was to generate cash to pay down debt while L'Oréal indicated that it purchased these brands in order to, among other things, complement L'Oréal's current brand portfolio.

*On March 21, 2017, Valeant also completed a number of major refinancing transactions. See "Valeant Completes Refinancing Transactions" for more information.

Source: Valeant Pharmaceuticals Inc. (March 3, 2017), "Valeant Pharmaceuticals Completes Sale of CeraVe, AcneFree and AMBI Skincare Brands to L'Oréal".
FINANCINGS
Date: March 9, 2017

Type: Bought deal public offering

Issuer: Cronos Group Inc. ("Cronos Group") (TSXV: MJN)

Underwriter(s): A syndicate of underwriters led by Eight Capital and which included PI Financial Corp., Beacon Securities Limited, GMP Securities L.P., Cormark Securities Inc. and Mackie Research Capital Corp.

Deal size: Aggregate gross proceeds of approximately CDN $17.3 million

Description: On March 9, 2017, Cronos Group announced the closing of a bought deal public offering, including the full exercise of the over-allotment option (the "Offering") for aggregate gross proceeds of approximately CDN $17.3 million. A total of 7,705,000 common shares of Cronos Group were sold at a price of $2.25 per share. Cronos Group intends to use the net proceeds to, among other things, expand production capacity at its wholly-owned companies Peace Naturals Project Inc. and In The Zone Produce Ltd.

Source: Cronos Group Inc. (March 9, 2017), "Cronos Group Announces Closing of Previously Announces $17 Million Bought Deal"
Date: Announced March 14, 2017

Type: Series C financing

Issuer: CellAegis Devices Inc. ("CellAegis")

Investor(s): Financing led by CTI Life Sciences Fund, and co-led by a U.S. based strategic investor, with other investors including MaRS Catalyst Fund, Broadview Ventures, and strategic family offices.

Deal size: US $9.5 million

Description: On March 14, 2017, CellAegis announced the closing of a US $9.5 million Series C financing to support a U.S. clinical trial and de novo 510(k) regulatory filing for marketing of its autoRIC Device as an adjunct therapy to stenting.

Source: CellAegis Devices Inc. (March 14, 2017), "CellAegis Devices Announced US $9.5 Million Financing to Support Clinical and Regulatory advancement of its autoRIC Device".
Date: March 16, 2017

Type: Public offering

Issuer: Titan Medical Inc. ("Titan") (TSX: TMD)

Agent: Bloom Burton Securities Inc.

Deal size: Gross proceeds of CDN $7,513,520

Description: On March 16, 2017, Titan announced the closing of its public offering (the "Offering") of 21,467,000 units (each a "Unit") at a price of CDN $0.35 per Unit for gross proceeds of CDN $7,513,520. Each Unit was comprised of one common share of Titan (a "Common Share") and (i) one-half of one Common Share purchase warrant, each whole warrant exercisable for one Common Share, at a price of CDN $0.40 for a period of two years following the closing of the Offering (the "Closing"), and (ii) one-half of one Common Share purchase warrant, each whole warrant exercisable for one Common Share, at a price of CDN $0.50 for a period of four years following Closing. Titan is a Canadian company focused on the development and commercialization of computer-assisted robotic surgical technologies for application in minimally invasive surgery.

Source: Titan Medical Inc. (March 16, 2017), "Titan Medical Inc. Announces closing of Public Offering".
Date: March 20, 2017

Type: Public offering

Issuer: Aurinia Pharmaceuticals Inc. ("Aurinia") (NASDAQ: AUPH) (TSX: AUP)

Underwriter(s): Leerink Partners LLC and Cantor Fitzgerald & Co. (the "Underwriters") acted as joint book-running managers for the public offering.

Deal size: Approximately US $173.1 million

Description: On March 20, 2017, Aurinia announced the closing of its public offering (the "Offering") of 25,645,000 common shares, including 3,345,000 common shares pursuant to the full exercise of the underwriters' option to purchase additional common shares. The shares were sold at a price of US $6.75 per share for gross proceeds of approximately US $173.1 million. Aurinia is a clinical stage biopharmaceutical company currently developing an investigational drug for the treatment of lupus nephritis. The company intends to use the net proceeds of the Offering to advance Phase 3 clinical trial activities for lupus nephritis and for working capital purposes.

Source: Aurinia Pharmaceuticals Inc. (March 20, 2017), "Aurinia Closes US $173.1 Million Public Offering of Common Shares and Full Exercise of Underwriters' Option to Purchase Additional Common Shares.
Date: March 22, 2017

Type: Seed stage financing

Issuer: Propellon Therapeutics Inc. ("Propellon")

Deal size: CDN $3.0 million

Investor(s): Fight Against Cancer Innovation Trust ("FACIT"), along with the contribution of certain non-dilutive capital to achieve the $3.0 million financing.

Description: On March 22, 2017, FACIT announced a seed stage investment in Propellon, a start-up created by FACIT to develop a portfolio of WDR5-targeted anti-cancer therapeutics. The funding will be used to speed up the nomination of a candidate drug, set up the company for further financing rounds, and/or enter a partnership for clinical trials in patients with haematological cancers.

Source: FACIT (March 22, 2017), "FACIT Announces Investment in Propellon Therapeutics"
Date: March 22, 2017

Type: Private Placement

Issuer: Canopy Growth Corporation ("Canopy") (TSX: WEED)

Investor: One undisclosed investor

Deal size: Aggregate net proceeds of $24,250,000

Description: On March 22, 2017, Canopy announced that it had completed a private placement (the "Offering") of 2,500,000 common shares at a net price of $9.70 per share to one investor, for aggregate net proceeds of $24,250,000. The company intends to use the proceeds of the Offering for, among other things, capacity growth initiatives.

Source: Canopy Growth Corporation (March 22, 2017), "Canopy Growth Completes $24.25 Million Private Placement Financing.
Date: March 28, 2017

Type: Series A financing

Issuer: Resolve Digital Health Inc. ("Resolve")

Broker: Canaccord Genuity Group Inc.

Investor(s): Financing led by Aphria Inc.

Deal size: $5 million

Description: On March 28, 2017, Resolve completed a $5 million Series A financing led by Aphria Inc. and brokered by Canaccord Genuity Group Inc. Resolve is a provider of standardized medical cannabis for patients suffering from cancer, arthritis, migraine headaches, chronic pain and other diseases.

Source: Resolve Digital Health (March 28, 2017), "Resolve Digital Health Raises $5 million to Debut the First Standardized Patient Experience for Medical Cannabis".

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