July 2, 2008 - Or Yehuda, Israel – On the closing of the merger and $8.3M in private funding, it was announced that B-Balloon Ltd & Neovasc Medical, both pre-commercial medical device companies incubated by Peregrine Ventures, & Canadian based, Medical Ventures (TSXV: MEV) will form Neovasc Inc. (TSXV: NVC).
The newly established company combines excellence, technology & product development to create an enhanced offering of innovative vascular products with significant commercial potential. Additionally, the injection of private funding will enable Neovasc Inc, to further strengthen its sales & marketing efforts and to accelerate the commercialization of current & new products. It is anticipated that at an optimal time for the company, it will apply for a listing on the American Stock Exchange.
The successful merger exemplifies Peregrine’s approach for creating real value for investors. By supporting our portfolio companies from their incubation stage through to R&D, clinical trials until initial sales, in this case by merging both B-Balloon & Neovasc Medical Ltd. with Medical Ventures Corp, our portfolio companies are able to achieve greater potential through wider product offering & global distribution. We will continue to assess the future developments & opportunities demonstrated by this model, as well as other methods including M&A & IPO for establishing continued real value for investors.
Investors in the $8.3M private financing included Peregrine Ventures, The Frost Group, led by Dr. Phillip Frost, Gagnon Securities and Neovasc Inc., chairman, Paul Geyer, also participated in the financing. Boaz Lifschitz of Peregrine Ventures, Dr. Jane Hsiao and Steven Rubin of The Frost Group, Dr. William O’Neill of the University of Miami’s Miller School of Medicine, and Douglas Janzen, president of Cardiome Pharma Corp will be joining the Neovasc Inc. Board of Directors, along with appointed Chairman, Paul Geyer and CEO, Alexei Marko. Gene Starr, former director of Medical Ventures will continue to serve as an active advisor to the company
On closing the transactions, the new company’s issued share capital is approximately 18 million shares (23 million fully diluted), including approximately 12 million shares, warrants and options issued in connection with the merger of Neovasc Medical Ltd. and B-Balloon Ltd., some three million shares and warrants issued in conjunction with the private financing and just under two million incentive options available under a 10% rolling plan.
None of the above securities have been or are expected to be registered under the United States Securities Act of 1933 and may not be offered or sold in United States except pursuant to exemptions from or registration under that Act. Neovasc Inc. expects to file a registration statement under the Securities Exchange Act of 1934 in the immediate future as a step towards a possible AMEX listing. The financing securities have a four month hold period in Canada the other securities do not have a Canadian resale restrictive period.
Statements contained herein that are not based on historical or current fact, including without limitation statements containing the words “anticipates,” “believes,” “may,” “continues,” “estimates,” “expects,” and “will” and words of similar import, constitute “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements. Such factors include, among others, the following: general economic and business conditions, both nationally and in the regions in which the Company operates; technology changes; competition; changes in business strategy or development plans; the ability to attract and retain qualified personnel; existing governmental regulations and changes in, or the failure to comply with, governmental regulations; liability and other claims asserted against the Company; and other factors referenced in the Company’s filings with Canadian securities regulators. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. The Company does not assume the obligation to update any forward-looking statements.
For further information, please contact;
Boaz Lifschitz
C/O Peregrine Ventures
Phone: +972-3-634-9990
Fax: +972-3-634-9910
Email: boaz@peregrinevc.com
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