Shockwave Medical (NSDQ:SWAV) today announced it signed an agreement to acquire all of the issued and outstanding common shares of Neovasc (NSDQ:NVCN).
Neovasc enrolled its first patient in a clinical trial studying the Neovasc Reducer in January 2022. The company designed the device to reduce angina symptoms in people with refractory angina. It was also reportedly developing the Tiara mitral valve repair device in 2020.
Under the terms of the acquisition agreement, Neovasc shareholders will receive $27.25 per common share in cash upfront on completion of the transaction. The deal will have an enterprise value of approximately $100 million plus deferred payments of up to approximately $47 million on the achievement of future regulatory milestones.
“Today’s announcement is good news for our stakeholders and the Reducer program,” Neovasc president and CEO Fred Colen said in a news release. “We have made tremendous strides building accelerating revenue, clinical data, commercial reimbursement, and a fantastic team, and now it’s time to take the next step to accelerate Reducer adoption globally. The team at Shockwave has demonstrated an extraordinary ability to scale novel technologies and build value for patients, customers and investors, and we are thrilled to become a part of their organization.”
More about the transaction
The Shockwave Medical and Neovasc deal is subject to court approval and other customary conditions for acquisition transactions.
As part of the deal, Neovasc shareholders will receive regulatory milestone payments in the form of a contingent value right (CVR) per common share upon final FDA premarket approval to market the Neovasc Reducer. Each CVR will pay:
- $12 if the milestone is achieved on or before Jun. 30, 2026;
- $8 if the milestone is reached during the period beginning on Jul. 1, 2026, and ending on Dec. 31, 2026;
- $4 if the milestone is achieved during the period beginning on Jan. 1, 2027, and ending on Dec. 31, 2027.
Upfront cash consideration represents 27% and 68% premium to the closing price and 30-day volume-weighted average price, respectively, of the common shares on the Nasdaq Capital Market on Jan. 13, 2023.
The deal is expected to be completed in the first half of 2023.