Kane Biotech Announces Closing of the Sale of STEM Animal Health to Dechra Veterinary Products
April 15 2024 - 9:15AM
Kane Biotech Inc. (TSX- V:KNE; OTCQB:KNBIF)
(“
Kane”) announces that, it has completed the sale
of its interest in STEM Animal Health Inc. to Dechra Veterinary
Products, Inc. for US $8,000,000, plus net cash held in STEM
(estimated at CND $600,000) and a working capital adjustment
(estimated at CND $350,000) (the “
Transaction”).
Overall, it is anticipated that the sale of STEM will net Kane an
estimated CND $11,500,000. The Transaction was completed by way of
a share purchase agreement between Kane, STEM, Ecuphar NV and
Dechra dated April 12, 2024.
“This transaction not only allows Dechra to
continue to deliver our best-in-class Vetradent pet oral care line,
but also provides a significant opportunity to expand our offerings
in the e-commerce and pet specialty markets in North and South
America as well by leveraging both Kane’s expertise and their
proven and patented coactiv+™ and DispersinB® technology platforms
in a broad range of products and treatments,” said Mike Eldred,
President, North American Operations of Dechra.
In connection with the Transaction, Kane also
entered into a product development agreement, and a transitional
manufacturing agreement with STEM. Kane is also eligible for a US
$750,000 sales-based milestone payment if certain sales targets are
met by STEM.
“This transaction, which should ultimately net
Kane more than $13 million CND, is an important step in Kane
becoming a market leader in the growing high-value wound care and
dermatological market,” said Marc Edwards, Kane's President and
CEO. “It focuses the company, significantly improves our balance
sheet and provides the necessary capital to achieve key milestone
such as commercial launches and growth globally, as well as our
clinical programs in both wound care and acne.”
Prior to the completion of the Transaction, Kane
received an aggregate of US $1,525,000 from Dechra as deposits
towards the final purchase price.
In connection with the completion of the
Transaction, a portion of the net proceeds will be used to repay
its loan from Pivot Financial I Limited Partnership of
approximately CND $6.7 million.
In accordance with the policies of the TSX
Venture Exchange, the Transaction required the consent of
shareholders of Kane holding over 50% of the common shares of Kane
due to the fact that the Transaction constituted a sale of more
than 50% of Kane’s assets, business or undertaking. In connection
with the completion of the Transaction, Kane obtained the written
consent of shareholders of Kane holding more than 50% of the common
shares of Kane. In
connection with the Transaction, Research Capital Corporation acted
as Kane’s financial advisor and was paid an advisory fee of
approximately CND $120,000. Research Capital is not a Non Arm’s
Length Party to Kane and no securities of Kane were issued in
connection with the Transaction.
The Transaction has received the approval of a
majority of Kane’s shareholders and the conditional approval of the
TSX Venture Exchange. The Transaction remains subject to the final
approval of the TSX Venture Exchange.
About Kane Biotech
Kane Biotech Inc. is a biotechnology company
engaged in the research, development and commercialization of
technologies and products that prevent and remove microbial
biofilms. Kane has a portfolio of biotechnologies, intellectual
property (67 patents and patents pending, trade secrets and
trademarks) and products developed by Kane's own biofilm research
expertise and acquired from leading research institutions.
StrixNB™, DispersinB®, Aledex™, bluestem™, bluestem®, silkstem™,
goldstem™, coactiv+™, coactiv+®, DermaKB™, DermaKB Biofilm™, and
revyve™ are trademarks of Kane Biotech Inc. Kane is listed on the
TSX Venture Exchange under the symbol "KNE" and on the OTCQB
Venture Market under the symbol “KNBIF”.
For more information:
Marc
Edwards |
Ray
Dupuis |
Chief Executive Officer |
Chief Financial Officer |
Kane Biotech Inc |
Kane Biotech Inc |
medwards@kanebiotech.com |
rdupuis@kanebiotech.com |
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Caution Regarding Forward-Looking
InformationThis press release contains certain statements regarding
Kane Biotech Inc. that constitute forward-looking information under
applicable securities law. These statements reflect
management’s current beliefs and are based on information currently
available to management. Certain material factors or assumptions
are applied in making forward-looking statements, and actual
results may differ materially from those expressed or implied in
such statements. These risks and uncertainties include, but are not
limited to, risks relating to Kane’s: (a) financial condition,
including lack of significant revenues to date and reliance on
equity and other financing; (b) business, including its early stage
of development, government regulation, market acceptance for its
products, rapid technological change and dependence on key
personnel; (c) intellectual property including the ability of Kane
to protect its intellectual property and dependence on its
strategic partners; and (d) capital structure, including its lack
of dividends on its common shares, volatility of the market price
of its common shares and public company costs. Further information
about these and other risks and uncertainties can be found in the
disclosure documents filed by Kane with applicable securities
regulatory authorities, available at www.sedarplus.ca. Kane
cautions that the foregoing list of factors that may affect future
results is not exhaustive.
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