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News Breaks
June 26, 2014
07:02 EDTAUXL, QLTIAuxilium agrees to merge with QLT Inc.
The transaction is expected to drive shareholder value creation by accelerating Auxilium's ongoing transformation into a diversified North American specialty biopharmaceutical company. As a result of the merger, Auxilium expects to have an expanded corporate platform that includes focused investments in research and development and the continued pursuit of new products and M&A due to cost and tax synergies. The companies also intend to continue to pursue a potential partnering agreement for QLT's promising late-stage retinoid program. Under the terms of the agreement, a wholly-owned subsidiary of QLT will be merged with and into Auxilium. QLT will remain incorporated in British Columbia, Canada, and will be renamed "New Auxilium." Current shareholders of Auxilium will receive 3.1359 QLT shares for each Auxilium share, subject to certain adjustments. For QLT shareholders, the transaction represents a 25% premium based on a calculation of the closing NASDAQ stock prices of Auxilium and QLT on June 25. When completed, Auxilium shareholders will own approximately 76% of the combined entity on a fully diluted basis, and current QLT shareholders will own approximately 24%, subject to certain adjustments.
News For AUXL;QLTI From The Last 14 Days
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August 27, 2015
08:37 EDTQLTIQLT Inc., InSite Vision agree on amended, restated merger agreement
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08:31 EDTQLTIInsite Vision, QLT amend merger agreement
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August 21, 2015
08:44 EDTQLTIQLT Inc. provides update on proposed acquisition of InSite Vision
QLT Inc. announces that it has been advised by InSite Vision that the board of InSite has determined in good faith after consultation with its independent financial and legal advisors that the previously announced unsolicited offer from a multi-national pharmaceutical company to acquire all of the issued and outstanding shares of InSite constitutes a "Company Superior Proposal" as defined in the Agreement and Plan of Merger, dated June 8, by and among Insite, QLT and Isotope Acquisition Corp., as amended and restated. InSite has further advised QLT that InSite intends, subject to QLT's right to match the Proposal, to terminate the Merger Agreement and enter into an agreement with the Bidder to implement the Proposal. Under the Merger Agreement, QLT has the option until 5:00 p.m. PDT on Wednesday, August 26, to negotiate a possible amendment to the terms of the Merger Agreement to match or exceed the Proposal. InSite has advised QLT that it intends to negotiate in good faith with QLT during the Negotiation Period. If at the end of the Negotiation Period such amended QLT proposal results in the Proposal not being a "Company Superior Proposal" under the Merger Agreement, InSite and QLT will enter into an agreement to reflect the amended terms of the transaction. In the event that QLT elects not to match or exceed the Proposal and if InSite terminates the Merger Agreement in order to enter into an agreement with the Bidder, then InSite is required to pay a termination fee to QLT in the amount of $1.17M. QLT is considering its position with respect to the Proposal and its matching right, and will keep the market apprised of further developments.
08:31 EDTQLTIInSite Vision says unsolicted offer a 'company superior proposal'
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August 17, 2015
16:12 EDTQLTIInSite Vision says FDA accepts BromSite NDA, says satisfies merger condition
InSite Vision (INSV) announced that the U.S. FDA, in a Day-74 letter, has accepted for review InSite's NDA for BromSite, or 0.075% bromfenac. The FDA has assigned a Prescription Drug User Fee Act action date of April 10, 2016. InSite is seeking FDA approval for BromSite in the treatment of inflammation and prevention of ocular pain in the post-cataract surgery setting. BromSite has a patent life extending to August 2029. "The FDA's notification letter is an important milestone for the BromSite NDA and, importantly, satisfies a condition of our merger agreement with QLT (QLTI)," said InSite CEO Timothy Ruane.

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