Acasti Pharma to acquire Grace Therapeutics, terms not disclosed » 07:1005/0705/07/21
Acasti Pharma announces…
Acasti Pharma announces it has entered into a definitive agreement to acquire Grace Therapeutics a privately held emerging biopharmaceutical company focused on developing innovative drug delivery technologies for the treatment of rare and orphan diseases. Subject to the completion of the Proposed Transaction, Acasti will acquire Grace's pipeline of drug candidates addressing critical unmet medical needs with the potential to deliver significant value to patients and providers. It is anticipated that the cash at closing of about $64M will be principally used to pursue the clinical development of the first two assets through Phase 3, and further advance earlier pipeline assets into the clinic. The Proposed Transaction has been approved by the boards of directors of both companies and is supported by Grace shareholders through voting and lock-up agreements with the Company. The transaction remains subject to approval of Acasti stockholders, as well as applicable stock exchanges. The Company has posted a presentation summarizing key highlights of the transaction, which is available on both the Acasti and Grace websites. Acasti plans to file the required Form S-4 proxy statement with the U.S. Securities & Exchange Commission, which will include detailed disclosures regarding the transaction. Following the filing of the required Form S-4, Acasti and Grace management plan to host an investor conference call to further discuss the anticipated benefits of the acquisition and answer investor questions. Acasti will call a shareholder meeting to approve the transaction following the public filing of the Form S-4 proxy statement. As the Proposed Transaction moves forward, Acasti continues to evaluate strategic options for value creation from its existing assets. In connection with the Proposed Transaction, Acasti will acquire Grace's entire therapeutic pipeline consisting of three unique clinical stage and multiple pre-clinical stage assets supported by an intellectual property portfolio consisting of more than 40 granted and pending patents in various jurisdictions worldwide. Grace's product candidates aim to improve clinical outcomes by applying proprietary formulation and drug delivery technologies to existing pharmaceutical compounds to achieve improvements over the current standard of care or provide treatment for diseases with no currently approved therapy. Grace's three lead programs have all received Orphan Drug Designation1 from the U.S. Food & Drug Administration, which could provide up to seven years of marketing exclusivity in the United States upon FDA's approval of the New Drug Application provided that certain conditions are met. Grace's Leading Drug Assets: GTX-104: Subarachnoid Hemorrhage- Intravenous Infusion: Clinical stage: PK Bridging study results expected Q1'22; Phase 3 Safety Study expected to start enrollment Q3'22. GTX-102: Ataxia-telangiectasia - Oral Mucosal Spray: Clinical stage: PK Study results expected 2H'22; start of Phase 3 expected 1H'23. GTX-101: Post Herpetic Neuralgia - Topical Spray: Clinical Stage: Phase 1 results expected 2H'22; start of Phase 2 expected 2H'22. Upon shareholder approval of the Proposed Transaction, the combined companies will be led by Jan D'Alvise as president and chief executive officer, and the corporation will continue to maintain its corporate headquarters in Laval, Quebec, Canada. All Grace employees will transition to Acasti and they will continue to maintain an R&D laboratory and commercial presence in North Brunswick, New Jersey. The new Board of Directors will be composed of 4 representatives from Acasti and 3 from Grace, with more details to be provided in the proxy statement. Pending approval by Acasti shareholders as well as applicable stock exchange approvals, Grace will merge with a new wholly owned subsidiary of Acasti. Grace stockholders will receive newly issued Acasti common shares pursuant to an exchange ratio formula set forth in the definitive agreement. Under the terms of the definitive agreement, immediately following the consummation of the Proposed Transaction, Acasti's securityholders on a pro forma basis would own approximately 55% of the combined company's common shares, and Grace's securityholders would own approximately 45% of the combined company's common shares, in each case calculated on a fully-diluted basis, subject to upward adjustments in favor of Acasti based on each company's capitalization and net cash balance as set forth in the definitive agreement, with more details to be provided in the proxy statement. For illustrative purposes, assuming no adjustments for each company's capitalization and net cash balance, and based on 208,375,549 common shares of Acasti currently issued and outstanding, an aggregate of 170,489,086 common shares of Acasti would be issued to Grace stockholders as consideration for the Proposed Transaction. The Proposed Transaction is expected to close in calendar Q3 of 2021, immediately following approval by Acasti shareholders, subject to any applicable SEC review and stock exchange approvals, as well as satisfaction of other closing conditions by each company specified in the definitive agreement. Acasti will take steps to regain compliance with Nasdaq's minimum bid price requirements in connection with the Proposed Transaction, and if required, would implement a share consolidation.
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Acasti Pharma 'unaware of any material change' accounting for market activity » 15:2612/2312/23/20
At the request of IIROC,…
At the request of IIROC, Acasti Pharma wishes to confirm that the company's management and Board of Directors are unaware of any material change in the company's operations that would account for the recent increase in market activity.
Acasti Pharma announces review of strategic alternatives » 06:5609/2909/29/20
Acasti Pharma announces…
Acasti Pharma announces the company has commenced a formal process to explore and evaluate strategic alternatives to enhance shareholder value. Towards this end, the company has engaged Oppenheimer & Co. as its financial advisor to assist in the process. There can be no assurance of a successful outcome from these efforts, or of the form or timing of any such outcome. The company does not intend to make any further disclosures regarding the strategic review process unless and until a specific course of action is approved by the Company's Board of Directors. In the meantime, the company and its clinical advisors plan to complete the full data analyses as contemplated in the Statistical Analysis Plan for TRILOGY 2, including the secondary and exploratory endpoints, and the pooling of the data from TRILOGY 1 and 2.
Acasti Pharma names Brian Ford as CFO, effective September 14 » 06:5609/1609/16/20
Acasti Pharma announced…
Acasti Pharma announced that it has appointed seasoned financial executive Brian Ford as its CFO, effective September 14. Ford assumes the responsibilities formerly held by Jean-Francois Boily, Vice-President, Finance, who recently resigned. Most recently, Ford served as CFO and Senior Business Advisor at a private group of Ontario based medical clinics, including the largest chronic pain management practice in Canada.
Acasti Pharma files, mails information circular, announces change in record date » 07:0509/1109/11/20
Acasti Pharma announced…
Acasti Pharma announced that it has filed and mailed the information circular and management proxy statement for its upcoming annual and special meeting of shareholders to be held on September 30, 2020. The Meeting will take place at 1:00 p.m. Eastern Time, online only, via a virtual meeting portal, through which shareholders of the Company can listen to the Meeting, submit questions and vote online. In addition, the board of directors of the Company has resolved to change the record date for the Meeting as indicated in the Circular for the purpose of determining the Company's shareholders which are entitled to receive notice of and to vote at the Meeting from August 26, 2020 to September 8, 2020. Shareholders registered as of September 8, 2020 are entitled to attend and vote at the Meeting. Shareholders who wish to be represented by proxy at the Meeting must, to entitle the person appointed by the proxy to attend and vote, deliver their proxies at the place, in the manner and within the time set forth in the Circular. Shareholders are encouraged to submit their duly completed proxies as soon as possible ahead of the Meeting, as further described in the Circular. Subject to the approvals of the TSX Venture Exchange and of the shareholders of the Company at the Meeting, the Board resolved to amend the Company's stock option plan and equity incentive plan for purposes of maintaining a fixed stock option and equity incentive pool that may be granted under both plans, collectively representing 15% of the shares currently outstanding for the two plans combined. Such renewal approval is consistent with the Company's historical use of plans with a fixed limit set at 15% of the then-applicable outstanding shares, as compared to a "rolling" plan, which allows for an automatic increase of the available pool upon an increase in the number of outstanding shares. In accordance with the above, with respect to the Stock Option Plan, the Board resolved to increase the maximum allowable fixed number of common shares of the Company that may be issued upon the exercise of all options granted under the Stock Option Plan to 14,533,811 Common Shares, corresponding to the 15% fixed pool, based on the number of Common Shares issued and outstanding as of August 26, 2020. In addition to the 15% Fixed Pool applicable to both Company plans, the Equity Incentive Plan is subject to a plan-specific sublimit further limiting the number of Common Shares available under such plan to a maximum 2.5% of the number of Common Shares currently outstanding. Accordingly, the Board of Directors resolved to set the total number of Common Shares reserved for issuance pursuant to awards granted under the Equity Incentive Plan to an aggregate number that for so long as the Common Shares are listed on the TSXV, shall not exceed the lower of 2,422,313 Common Shares, and the number of Common Shares remaining available for issuance under the 15% Fixed Pool, currently representing 14,533,881 Common Shares. The Company also wishes to announce that Jean-Francois Boily, Vice-President, Finance of the Company, has tendered his resignation to the Company to pursue other business opportunities. Mr. Boily will assist the Company with a smooth and orderly transition of his functions and the Company expects that its existing internal finance team currently in place will be able to assume Mr. Boily's functions going forward.
Acasti Pharma downgraded to Hold from Buy at Aegis » 12:0909/0209/02/20
Aegis analyst Nathan…
Aegis analyst Nathan Weinstein downgraded Acasti Pharma to Hold from Buy with a price target of 25c, down from $2.15, after the company's recent announcement that its Phase 3 TRILOGY 2 study evaluating CaPre in patients with severe hypertriglyceridemia did not meet its primary endpoint.
Fly Intel: Top five analyst downgrades » 10:1609/0109/01/20
ACST, DRI, EAT, TTM, RST, FINV
Catch up on today's…
Catch up on today's top five analyst downgrades with this list compiled by The Fly: 1. Acasti Pharma (ACST) downgraded to Perform from Outperform at Oppenheimer with analyst Leland Gershell citing the company's announcement that its Phase 3 TRILOGY 2 study evaluating CaPre in patients with severe hypertriglyceridemia did not meet its primary endpoint. 2. Darden (DRI) downgraded to Outperform from Strong Buy at Raymond James while Brinker (EAT) was downgraded to Market Perform from Outperform. 3. Tata Motors (TTM) downgraded to Neutral from Outperform at Macquarie. 4. Rosetta Stone (RST) downgraded to Hold from Buy at Needham with analyst Scott Berg saying that Rosetta Stone should be a "strong strategic fit" within Cambium, and he sees the Lexia business complementing its current set of solutions targeted for the K-12 education market. 5. FinVolution Group (FINV) was downgraded to Neutral from Buy at Citi and UBS. This list is just a portion of The Fly's full analyst coverage. To see The Fly's full Street Research coverage, click here.
Acasti Pharma downgraded to Perform from Outperform at Oppenheimer » 16:1308/3108/31/20
Oppenheimer analyst Leland Gershell downgraded Acasti Pharma to Perform from Outperform after the company announced that its Phase 3 TRILOGY 2 study evaluating CaPre in patients with severe hypertriglyceridemia did not meet its primary endpoint.
Acasti Pharma downgraded to Neutral from Buy at B. Riley FBR » 13:5008/3108/31/20
B. Riley FBR analyst…
B. Riley FBR analyst Mayank Mamtani downgraded Acasti Pharma to Neutral from Buy with a price target of 50c, down from $2.00, after the company announced that its Phase 3 TRILOGY 2 study evaluating the efficacy, safety and tolerability of CaPre in patients with severe hypertriglyceridemia did not meet its primary endpoint.
Acasti Pharma not planning to conduct additional trials for CaPre 07:0508/3108/31/20