MISSISSAUGA, ON, Nov. 29, 2018 /CNW/ – Nuvo Pharmaceuticals Inc., a globally focused, healthcare company with a portfolio of commercial products and pharmaceutical manufacturing capabilities, today announced that it has been informed by Aralez Pharmaceuticals Inc. (Aralez) that Nuvo’s was the most favourable bid received and that Aralez will seek court approval for the Transaction.
The Nuvo Pharmaceuticals bid must be approved by the Ontario Superior Court of Justice and the U.S. Bankruptcy Court for the Southern District of New York which oversee the respective pending proceedings involving Aralez and certain affiliates under Canada’s Companies’ Creditors Arrangement Act (the CCAA) and chapter 11 of the U.S. Bankruptcy Code. Subject to such court approvals and other customary closing conditions, closing is anticipated to occur prior to December 31, 2018.
On September 19, 2018, the Company announced that it had entered into definitive, binding purchase agreements with Aralez to acquire a portfolio of revenue-generating products, as well as the associated personnel and infrastructure to continue the products’ management and growth, subject to a competitive bidding and auction process approved by the U.S. and Ontario courts.
Upon closing of the Transaction, Nuvo will pay Aralez US$110 million in cash (less the US$4.4 million deposit previously paid and subject to certain working capital adjustments), which Nuvo will satisfy through funding provided by certain funds managed by Deerfield Management Company, L.P. (Deerfield), a leading, global, healthcare-specialized investor (the Financing).
Jesse Ledger, Nuvo’s President & CEO commented, “We are excited about the prospect of gaining the benefit of the positive growth trend of the Aralez business in Canada. We believe this transaction has the potential to create significant shareholder value by adding scale, diversification to our revenue streams and additional platforms for future growth.”
The description of the Transaction and the Financing contained in this news release are qualified in their entirety by the reference to the definitive purchase agreements and binding commitment letter, copies of which are filed under Nuvo’s profile at www.sedar.com. Closing remains subject to court approvals and other customary closing conditions. The closing of the Financing also remains subject to customary conditions. There can be no assurance that the Transaction as described, or otherwise, will be successfully concluded.
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About Nuvo Pharmaceuticals Inc.
Nuvo (TSX: NRI; OTCQX: NRIFF) is a globally focused, healthcare company with a portfolio of commercial products and pharmaceutical manufacturing capabilities. Nuvo has four commercial products that are available in a number of countries: Pennsaid® 2%, Pennsaid, Resultz® and the heated lidocaine/tetracaine patch. Nuvo manufactures Pennsaid 2% for the U.S market, Pennsaid for the global market and the bulk drug product for the HLT Patch at its U.S. Food and Drug Administration (FDA), Health Canada and E.U. approved manufacturing facility in Varennes, Québec. The Company’s focus is to maximize the value of Pennsaid 2% and Resultz through out-licensing to commercial partners in international markets and identifying new opportunities to acquire additional, revenue-generating or late-stage products or businesses to further diversify the Company’s existing product portfolio. For additional information, please visit www.nuvopharmaceuticals.com.
About Aralez Pharmaceuticals Inc.
Aralez Pharmaceuticals Inc. is a speciality pharmaceutical company focused on delivering meaningful products to improve patients’ lives by acquiring, developing and commercializing products in various speciality areas. Aralez’s global headquarters is in Mississauga, Ontario, Canada and the Irish headquarters is in Dublin, Ireland. Further information about Aralez can be found at www.aralez.com.
