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Resverlogix (T.RVX) inks licensing and equity deal with China-based Shenzhen Hepalink

Stockhouse Editorial
0 Comments| April 27, 2015

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Resverlogix (TSX: RVX, Stock Forum) strengthened its Asian presence when the company announced today that it had entered into a Framework Agreement with China-based Shenzhen Hepalink Pharmaceutical for China, Hong Kong, Taiwan and Macau.

According to the news release, the deal outlines the principal business terms for an equity investment and a license of RVX-208, for all indications in the above noted territories.

As outlined in the agreement, Hepalink will subscribe for 13.27 million Resverlogix common shares and 1.0 million common share purchase warrants for aggregate proceeds of approximately $35 million or $2.67 per unit.

Each warrant may be exercised for one common share at a rate of $2.67 per share for up to five years after the date of issue. As a result of this transaction, Hepalink will control approximately 12.67% of the company’s common shares.

Shares and warrants issued in the transaction will be subject to a three-year lock up period and Hepalink will be able to nominate one mutually agreed representative for election to the Resverlogix board of directors.

Also, upon completion of the Hepalink transaction, Eastern Capital will purchase 5.6 million common shares and 422K common share purchase warrants for an aggregate consideration of approximately $15 million or $2.67 per unit. As a result of the transaction Eastern will hold 25.36% of the company if all warrants held by Eastern are exercised.

In regards to the licensing agreement, upon Hepalink reaching certain sales milestones, the company will be entitled to receiving sales-based milestones payments ranging from US$5.0 million to US$35.0 million. Total sales-based milestones and royalty payments are expected to be in excess of US$400.0 million.

The aforementioned license is set to expire on a region-by-region basis on the later of the 15th anniversary of the first commercial sale in such region or the expiry date of the last-to-expire of any licensed patent.

Hepalink is to be responsible for all clinical and development costs in the territories it is licensed for, including patient population in Resverlogix’s planned Phase 3 BETonMACE trial.

Funds from the transaction will be used for research and development activities, repayment of outstanding debt and general corporate purposes.

Closing of the transaction is subject to execution of a definitive agreements, customary closing conditions, and shareholder approval. Definitive agreements are required to be executed by July 26, 2015, otherwise the Framework Agreement will be terminated. The transaction is expected to close in June 2015.

Resverlogix was in the news recently when the Calgary-based company announced receiving two patents for RVX-208 in China at the beginning of April.

Shares rose 5.95% on the news to $2.85 per share.

Currently there are 85.7m outstanding shares with a market cap of $244.2 million.


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