NOLsThis
presentation states QLT's NOLs and tax credits is worth $140M. Plus, QLT has about 100M in cash. There seems to be lots of value in this company (about $4.50 per share) that is not reflected in the current share price (closing price today of $1.89).
Seems like even with a 100% premium, we would be getting QLT for a bargain, and the potential of QLT091001 would be thrown in for free.
But more importantly for Aralez, the cash and NOLs would allow them to buy revenue-generating assets immediately and not have to pay any taxes on them for years.
Seems like a really good deal. I also read that a corporation loses their NOLs if there is an ownership change. Perhaps this is why it's a merger, rather than a takeout? There is a good website
here about how the change in ownership has to be less than 50% for the acquiring coporation to use the loss corporations NOLs but I don't know what the rules are in Canada.