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Greenberg Team Guides Merger Creating Company With a Biotech Pipeline
Mark Hladky, Daily Business Review
August 9, 2016 | 0 Comments
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8/8/16- Miami- Drew M. Altman and Robert L. Grossman, with Greenberg Traurig.
8/8/16- Miami- Drew M. Altman and Robert L. Grossman, with Greenberg Traurig.
J. Albert Diaz
SciVac Therapeutics Inc.'s acquisition of VBI Vaccines Inc. involved different jurisdictions, accounting standards and stock exchanges.
That presented a series of challenges that the Greenberg Traurig team representing SciVac resolved, including a closing condition that the merged biotechnology companies be listed on Nasdaq.
The stock deal that closed May 6 is valued at $75 million, and SciVac has changed its name to VBI Vaccines.
"I have worked on significantly larger transactions that required significantly less effort," said Greenberg Traurig corporate and securities shareholder Drew Altman, who along with corporate and securities shareholder Robert Grossman and corporate and securities associate Indira Sordo, led the eight-attorney deal team.
The merger created a commercial stage company with a hepatitis B vaccine, Sci-B-Vac, that is approved for use in Israel and 14 other countries and is seeking approval in the U.S. and other markets. It also has a pipeline of preventative and therapeutic vaccine candidates and two novel technology platforms, the companies said when the deal was completed.
In July, VBI announced it has begun animal testing of a vaccine candidate it developed to prevent infection with the Zika virus, which causes serious birth defects. Mosquitoes carrying the virus are now in Miami-Dade County, where at least 15 people have been infected.
"They both have vaccine-related products either developed or in development," said Grossman, co-chair of the firm's Israel practice. "The synergies made a lot of sense."
Dr. Phillip Frost, a billionaire health entrepreneur and longtime Greenberg Traurig client, had an indirect role in the deal as chairman and CEO of Miami-based Opko Health Inc., which owned a 45 percent stake in SciVac and is now VBI's largest shareholder.
Two Opko executives joined the combined company's board, which is chaired by Dr. Steven Gillis, the former VBI board chairman who founded Immunex. Immunex was acquired by Amgen in 2002.
The merged company is a Canadian corporation with research and development facilities in Ottawa and Rehovot, Israel, where SciVac's hepatitis B vaccine is manufactured. Its headquarters is in Cambridge, Massachusetts.
Stock Deal
"One of the reasons we were perfect for this deal is we know how a key SciVac shareholder, Opko and its directors on the SciVac board, work as well as Israeli companies. We also have had a lot of experience with deals in Canada. I co-chair the Israel practice and we are the only major international firm with a multidisciplinary, registered office in Tel Aviv," Grossman said. "We were able to tie everything together, working with Canadian and Israeli counsel."
SciVac, originally a privately held Israeli company, became a publicly traded Canadian company through a reverse acquisition. Shortly afterward, merger negotiations began with VBI, which also went public with a reverse acquisition.
The all-stock transaction required filing a combined registration and proxy statement on Form F-4 with the U.S. Securities and Exchange Commission. Neither company met the requirements necessary to incorporate information by reference.
As a result, the combined statement was "incredibly lengthy," Altman said. "Preparing that and SEC review of that takes additional time."
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Daily Business Review
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Greenberg Team Guides Merger Creating Company With a Biotech Pipeline
Mark Hladky, Daily Business Review
August 9, 2016 | 0 Comments
SHARE
REPRINTS
8/8/16- Miami- Drew M. Altman and Robert L. Grossman, with Greenberg Traurig.
8/8/16- Miami- Drew M. Altman and Robert L. Grossman, with Greenberg Traurig.
J. Albert Diaz
SciVac Therapeutics Inc.'s acquisition of VBI Vaccines Inc. involved different jurisdictions, accounting standards and stock exchanges.
That presented a series of challenges that the Greenberg Traurig team representing SciVac resolved, including a closing condition that the merged biotechnology companies be listed on Nasdaq.
The stock deal that closed May 6 is valued at $75 million, and SciVac has changed its name to VBI Vaccines.
"I have worked on significantly larger transactions that required significantly less effort," said Greenberg Traurig corporate and securities shareholder Drew Altman, who along with corporate and securities shareholder Robert Grossman and corporate and securities associate Indira Sordo, led the eight-attorney deal team.
The merger created a commercial stage company with a hepatitis B vaccine, Sci-B-Vac, that is approved for use in Israel and 14 other countries and is seeking approval in the U.S. and other markets. It also has a pipeline of preventative and therapeutic vaccine candidates and two novel technology platforms, the companies said when the deal was completed.
In July, VBI announced it has begun animal testing of a vaccine candidate it developed to prevent infection with the Zika virus, which causes serious birth defects. Mosquitoes carrying the virus are now in Miami-Dade County, where at least 15 people have been infected.
"They both have vaccine-related products either developed or in development," said Grossman, co-chair of the firm's Israel practice. "The synergies made a lot of sense."
Dr. Phillip Frost, a billionaire health entrepreneur and longtime Greenberg Traurig client, had an indirect role in the deal as chairman and CEO of Miami-based Opko Health Inc., which owned a 45 percent stake in SciVac and is now VBI's largest shareholder.
Two Opko executives joined the combined company's board, which is chaired by Dr. Steven Gillis, the former VBI board chairman who founded Immunex. Immunex was acquired by Amgen in 2002.
The merged company is a Canadian corporation with research and development facilities in Ottawa and Rehovot, Israel, where SciVac's hepatitis B vaccine is manufactured. Its headquarters is in Cambridge, Massachusetts.
Stock Deal
"One of the reasons we were perfect for this deal is we know how a key SciVac shareholder, Opko and its directors on the SciVac board, work as well as Israeli companies. We also have had a lot of experience with deals in Canada. I co-chair the Israel practice and we are the only major international firm with a multidisciplinary, registered office in Tel Aviv," Grossman said. "We were able to tie everything together, working with Canadian and Israeli counsel."
SciVac, originally a privately held Israeli company, became a publicly traded Canadian company through a reverse acquisition. Shortly afterward, merger negotiations began with VBI, which also went public with a reverse acquisition.
The all-stock transaction required filing a combined registration and proxy statement on Form F-4 with the U.S. Securities and Exchange Commission. Neither company met the requirements necessary to incorporate information by reference.
As a result, the combined statement was "incredibly lengthy," Altman said. "Preparing that and SEC review of that takes additional time."
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