Northstar Neuroscience (Seattle), formerly known as Vertis Neuroscience , has filed a registration statement with the Securities and Exchange Commission for an initial public offering of up to $85 million. It did not disclose the pricing or number of shares to be offered.
The company is developing the Northstar Stroke Recovery System, an implantable stimulation system focused on assisting the recovery of stroke patients. It says it believes it is the only company pursuing cortical stimulation therapy for stroke motor recovery, and that this strategy “will improve the speed and level at which the patient recovers the use of his or her hand and/or arm.“
Northstar said it will use the IPO proceeds to complete a pivotal stroke motor recovery trial and “continue the development of our cortical stimulation therapy, including other clinical trials and research programs,“ to build sales and marketing and for general corporate purposes.
The company's technology delivers targeted electrical impulses to the cortex. And it says that because the cortex is accessed relatively easily via surgery, the system “can be implanted in approximately two and one-half hours by a single neurosurgeon. It uses functional MRI [fMRI] to determine the primary location of the specific part of the patient's motor cortex to determine placement of an electrode grid on the dura of that site.“
The target patient group is half of the some 5.5 million stroke survivors in the U.S. who suffer from hand or arm motor impairment. Other potential applications include stroke-related problems of speech, tinnitus and essential tremor, according to the company.
The company is conducting a pivotal stroke motor recovery trial, dubbed EVEREST, using the Stroke Recovery System to support an FDA application. It said that as of Jan. 31, it had enrolled 29 of an expected enrollment of 151 patients. It does not expect approval and revenue generation until 2009 at the earliest.
Northstar has gained the financial backing of various firms, including Johnson & Johnson (New Brunswick, New Jersey) and Boston Scientific (Natick, Massachusetts), which owns about 19% of Northstar. Venture capital firm Mayfield Fund also owns about 20% of the company.
Since its formation in 1999, Northstar thus far has accumulated losses of $69.3 million, and it says that its success is dependent upon a variety of factors, including continued relationships with manufacturers, the eventual development of a marketing arm, or with third-party marketers and appropriate reimbursements.
In other financing activity:
• Diagnostics developer MedMira (Halifax, Nova Scotia) reported acquiring C$6.5 million in equity financing from the Morningside group. Morningside will buy just over 10.83 million equity units at 60 cents a unit, for total proceeds of $6.5 million in cash and retirement of a $775,000 promissory note.
Each equity unit consists of one common share and one-half of a common share purchase warrant. Each full warrant entitles Morningside to purchase one common share of MedMira at 69 cents a share for a two-year period.
MedMira said that the financing will enable it to capitalize on key markets, such as over-the-counter tests for HIV, leverage its co-infection line of tests, and bring the Maple Biosciences technology to market.
Morningside will become a 19% shareholder of Med-Mira, which could increase to 25% if all warrants are exercised. Morningside has the right to nominate one director to MedMira's board.
George Chang, CFO of Morningside, said, “We are committed to working collaboratively with MedMira's executive team as the company advances to the next phase of growth.“
MedMira manufactures in vitro flow-through rapid diagnostic tests that provide rapid diagnosis in just three minutes for the detection of human antibodies in human serum, plasma or whole blood for diseases such as HIV and hepatitis C.
• Allergan (Irvine, California) reported extending the expiration date of its exchange offer for all of the outstanding shares of Inamed (Santa Barbara, California), because antitrust approval from the Federal Trade Commission of the Inamed acquisition – the last remaining hurdle for deal completion, Allergan said – has not yet been received.
David Pyott, Allergan CEO and chairman, said that “given our continuous progress,“ this is the last extension expected. “We are pleased to report that Allergan and Inamed have signed a consent order that, if approved and signed by the [FTC], will allow Allergan to complete its acquisition of Inamed.“
The exchange offer will now expire at 6 p.m. EST on Friday, rather than as previously scheduled, at 6 p.m. EST today. The company said that as of 4:30 p.m. EST on March 3, about 17,779,617 shares, or about 48% of Inamed's outstanding stock, had been tendered.
Allergan is offering to exchange for each outstanding share of common stock of Inamed either $84 in cash or 0.8498 of a share of Allergan common stock.
Allergan said it expects the results of the FTC transaction review this week. Assuming approval prior to the Friday expiration date, the company expects to close the exchange offer when it expires. Allergan said anticipates that the exchange offer will not be extended and will expire Friday. It encourages all Inamed stockholders to tender their shares before then in order to participate in the exchange offer.
Allergan develops products for ophthalmology, neurosciences, medical dermatology, medical aesthetics and other specialty markets.
• Express Scripts (St. Louis) reported that George Paz, president and CEO, has adopted a trading plan permitting the officers and directors of public companies to adopt predetermined plans for selling specified amounts of stock. Paz said, “The amount of shares covered under the trading plan represents less than 25% of my equity position in the company.“ Other company executives may from time to time adopt such plans, the company said.
Express Scripts provides pharmacy benefit management (PBM) services to more than 50 million members, including integrated PBM, network-pharmacy claims processing, home delivery services, benefit-design consultation, drug-utilization review, formulary management, disease management, and medical- and drug-data analysis services. The company also distributes a full range of injectable and infusion biopharmaceutical products directly to patients or their physicians, and provides extensive cost-management and patient-care services.