Aralez Pharmaceuticals Enters Into Definitive "Stalking Horse" Purchase Agreements For Substantially All Assets
Aralez Pharmaceuticals Inc. ("Aralez" or the "Company") announced today that it and certain of its affiliates have entered into purchase agreements with two separate stalking-horse purchasers to sell their main operating businesses: an agreement to sell its VIMOVO® royalties and Canadian operations to Nuvo Pharmaceuticals Inc. ("Nuvo") in a transaction valued at U.S.$110 million, subject to customary adjustments, and an agreement to sell its TOPROL-XL® Franchise to its secured lender, certain funds managed by Deerfield Management Company, L.P. ("Deerfield"), in a transaction valued at U.S.$130 million, subject to customary adjustments. Deerfield has also provided a commitment to finance Nuvo's transaction with the Company.
Each of Nuvo and Deerfield has agreed to serve as "stalking horse" bidders through the restructuring proceedings previously commenced by the Company and certain of its U.S., Canadian and Irish affiliates under Canada's Companies' Creditor Arrangement Act (CCAA) in the Ontario Superior Court of Justice and under chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York, as applicable. These transactions, taken together, set the floor, or minimum acceptable bid, for an auction under the supervision of the Canadian and U.S. bankruptcy courts, which is designed to achieve the highest value available or otherwise best offer. Final sale approval hearings are expected to take place shortly after completion of the auction with the anticipated closing of the successful bid(s) to occur prior to the end of calendar year 2018, subject to the satisfaction or waiver of other customary closing conditions.
The Company also continues its efforts to sell the assets not being sold in the proposed stalking horse transactions and intends to wind down its operations following the consummation of the sales.
Aralez is being advised by Moelis & Company LLC and Alvarez & Marsal as its financial advisors and Willkie Farr & Gallagher LLP and Stikeman Elliott LLP as U.S. and Canadian legal counsel, respectively.