BioVie Inc. (NASDAQ: BIVI) (“BioVie” or “Company”), a clinical-stage company developing innovative drug therapies for chronic debilitating liver diseases, today announced amendments to certain terms for the previously announced acquisition of the biopharmaceutical assets of NeurMedix, Inc., (NeurMedix), a San Diego based privately held clinical-stage pharmaceutical company focused on novel therapeutic assets for the treatment of neurodegenerative and neurological disorders, as well as certain cancers. The pivotal Phase 3 trial in Alzheimer’s Disease is expected to begin this summer.
Under the amended terms of the agreement, the upfront consideration BioVie will pay to NeurMedix remains unchanged. Payment of additional stock consideration as various significant clinical, regulatory, and commercial milestones are met has been amended to be made in fixed share amounts as follows:
- Payments at closing
- 8,361,308 newly issued BioVie shares
- Approximately $3.0 million in cash
- An additional $7.3 million cash payment payable upon the pivotal Phase 3 clinical trial for NeurMedix’s Alzheimer’s drug candidate has met its primary endpoint(s) and the successful rise of $50 million of new capital.
- Amended contingent payments in additional BioVie shares (capped at 87.5% ownership, down from the previous 89.9999% cap) upon achievement of significant milestones
- 4.5 million shares upon hitting endpoints in a pivotal trial
- 4.5 million shares upon FDA acceptance of NDA filing
- 4.5 million shares upon FDA approval of NDA
- 4.5 million shares upon achieving $1.0 billion trailing 12-month net sales
Before the amendment, BioVie was obligated to issue up to $3.0 billion of BioVie shares upon the achievement of the significant milestones. After the amendment, the contingent stock consideration has been capped at 18 million shares.
The transaction is expected to close in June 2021.
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Moelis & Company LLC is acting as an exclusive financial advisor to BioVie. Hogan Lovells is serving as legal counsel to BioVie, and Greenberg Traurig is serving as legal counsel to NeurMedix. The Weinstein Group advised BioVie in the scientific diligence of the NeurMedix assets and clinical trial plans.
Forward-Looking Statements
This press release contains forward-looking statements, which may be identified by words such as “expect,” “look forward to,” “anticipate” “intend,” “plan,” “believe,” “seek,” “estimate,” “will,” “project” or words of similar meaning. Although BioVie Inc. believes such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Actual results may vary materially from those expressed or implied by the statements herein due to the Company’s ability to successfully raise sufficient capital on reasonable terms or at all, available cash on hand, and contractual and statutory limitations that could impair our ability to pay future dividends, our ability to complete our clinical trials and to obtain approval for our product candidates, to successfully defend potential future litigation, changes in local or national economic conditions as well as various additional risks, many of which are now unknown and generally out of the Company’s control, and which are detailed from time to time in reports filed by the Company with the SEC, including quarterly reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K. BioVie Inc. does not undertake any duty to update any statements contained herein (including any forward-looking statements), except as required by law.
Source: Biospace
