The Lexpert Special Editions profiles selected Lexpert-ranked lawyers whose focus is in Corporate, Infrastructure, Energy and Litigation law and relevant practices. It also includes feature articles on legal aspects of Canadian business issues.
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22 www.lexpert.ca Big Deals COMPILED BY ZENA OLIJNYK AND KIEZZSA CRUZ > TECH AND HEALTH SCIENCES DEALS included Frank P. Arnone, Lindsay Clements, Alexander Pizale, Maria Christodoulou, Stephanie Voudouris, Corinne Grigoriu, Jocelyn Arnason, George A. Wowk, Christie J.C. Bates, Davit Akman, and Alex Slota. ENTOS TO RECEIVE UP TO US$400 MILLION IN RESEARCH AND COLLABORATION AGREEMENT WITH LILLY ANNOUNCEMENT DATE: JANUARY 6, 2022 On January 6, 2022, Eli Lilly and Company and Entos Pharmaceuticals, Inc. announced that Lilly had acquired exclusive rights to Entos' Fusogenix nucleic acid delivery tech- nology to research, develop, and commer- cialize nucleic acid products targeting the central and peripheral nervous systems. As agreed, Entos will receive an initial payment of US$50 million, including an equity investment by Lilly, and will be eligible to receive up to US$400 million in potential developmental and commercial milestone payments, as well as royalties upon the successful development and commercial- ization of products, for each of the programs under the collaboration. Lilly and Entos agreed to multiple programs focused on the development of proteo-lipid vehicles (PLV) for delivery of therapeutic cargo supplied by Lilly to targets in the central and peripheral nervous systems. Entos will be responsible for the generation, development, and optimization of PLVs using its proprietary Fusogenix plat- form technology. Lilly will be responsible for selecting PLVs for clinical development and commercialization. Torys LLP represented Entos Pharmaceuticals, Inc., as Canadian and US licensing and financing counsel, with a team that included Cheryl V. Reicin, Adam Falconi, and Shmuel Giblon (corporate / life sciences) SEARCHLIGHT PHARMA INC. ACQUIRES ERFA CANADA 2012 INC. CLOSING DATE: JANUARY 5, 2022 On January 5, 2022, Searchlight Pharma Inc., a leading Canadian-based specialty health care company focused on women's health, urogynecology, and urology, acquired ERFA Canada 2012 Inc. ERFA is a Canadian-based distributor of niche pharmaceutical products across Canada that treat a range of underserved medical indications. e combination of Searchlight and ERFA was transformational for Searchlight by adding a diverse portfolio of over 20 brands that significantly increases both scale and cash flow, increasing Searchlight's expected double-digit growth. It strengthens Searchlight's women's health portfolio with the addition of Norlutate, a treatment for endometriosis, and it expands therapy with the addition of yroid, a treatment for hypothyroidism. e acquisition creates a compelling organization with attractive critical mass across products, business oper- ations, and infrastructure. Davies Ward Philips & Vineberg LLP was lead counsel for Searchlight Pharma Inc. on all aspects of the acquisition, including related financing, and is now the principal counsel to Searchlight for all commercial and strategic matters. e Davies team included Hillel Rosen (M&A), Shayna Goldman (M&A), Tyson Lowrie (M&A), Arianna Yoffe (M&A), Brian Bloom (tax), Taj Kudhail (tax), and Dan Wolfensohn (financing). Dunton Rainville acted a counsel to ERFA Canada 2012 Inc. with a team that included Simon Labrecque (M&A). Gowlings WLG acted as counsel to Fiera Private Debt with a team that included Robert Muncaster (banking and finance) and Joey Suri (corporate). Blue HF Legal acted as counsel to the equity financer with a team that included Julien Saulgrain (corporate), Sylvie Bordet (corporate), and Marc Flood (corporate). TETRA BIO-PHARMA INC. CLOSES $2.1 MILLION PUBLIC OFFERING CLOSING DATE: DECEMBER 21, 2021 On December 21, 2021, Tetra Bio-Pharma Inc. closed a public offering of 13,064,000 units at a price of C$0.163 per unit for aggregate gross proceeds to the company of approximately $2.1 million. Each unit was comprised of one common share and one common share purchase warrant, with each warrant entitling the holder to acquire one common share at a price of C$0.195 for a period of 48 months following the closing of the offering. e offering was co-led by Research Capital Corporation and Canaccord Genuity Corp., as co-lead agents and joint bookrunners. Stikeman Elliott LLP acted as legal advisor to Tetra Bio-Pharma Inc., with a team that included Vanessa Coiteux, Julien Robitaille-Rodriguez, Francis Blais- Lord (capital markets), Nathaniel Lacasse (tax), Farlene Barthelemy, and Stephanie Starnino (securities clerks). BELLUS HEALTH CLOSES US$200- MILLION PUBLIC OFFERING IN CANADA AND US CLOSING DATE: DECEMBER 17, 2021 On December 17, 2021, BELLUS Health Inc. completed an agreement with a syndicate of underwriters comprising Jefferies, Evercore ISI, and RBC Capital Markets as joint book-running managers, LifeSci Capital as lead manager, and H.C.