VANCOUVER, BC- BC biotech company QLT Inc. has entered into a strategic merger agreement with Japan-based Aegerion Pharmaceuticals, Inc.under which the latter company will be merged with a wholly owned indirect subsidiary of QLT.
The proposed transaction has been approved by the boards of directors of both companies, and is expected to close late in the third quarter or during the fourth quarter of 2016, subject to approval by shareholders representing a majority of the outstanding common stock of each of QLT and Aegerion as well as other closing conditions.
Upon closing of the proposed transaction, QLT says it plans to change its name to Novelion Therapeutics Inc. and its common shares will trade on the NASDAQ Global Select Market and the Toronto Stock Exchange. QLT’s current market cap is approximately $110 million (CDN) and Aegerion has a market cap of approximately $70 million (CDN) giving the new combined company a market value of approximately $180 million.
The new company will have a diversified portfolio consisting of Aegerion’s two commercially branded products, Juxtapid® (lomitapide) capsules and Myalept® (metreleptin), and QLT’s QLT091001 (Zuretinol Acetate or Zuretinol), a Phase 3-ready Ultra-Orphan Fast Track and Orphan Drug designated asset being developed for the treatment of Inherited Retinal Disease caused by underlying mutations in RPE65 or LRAT genes (IRD), which indication comprises Leber Congenital Amaurosis (LCA) and Retinitis Pigmentosa (RP).
Aegerion’s CEO, Mary Szela, will serve as CEO of Novelion following the close of the transaction.
Additionally, an investor syndicate comprised of both new investors and existing shareholders of both companies has committed to invest via a private placement approximately $22 million in QLT. The investment will be funded immediately prior to the transaction close and is expected to provide Novelion with additional capital to support future operations and the potential opportunity for targeted business development initiatives.
Greenhill & Co., LLC is acting as the exclusive financial advisor to QLT and Weil, Gotshal & Manges LLP is serving as QLT’s legal counsel. J.P. Morgan is acting as the exclusive financial advisor to Aegerion and Ropes & Gray LLP is serving as Aegerion’s legal counsel.