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Helix BioPharma Corp. Signs Definitive Agreement to Fully Divest Polish Subsidiary
RICHMOND HILL, ON / ACCESSWIRE / November 9, 2020 / Helix BioPharma Corp. ( TSX:HBP ) ("Heli...
About this update from Helix Biopharma Corp.
[{"type":"text","content":"Helix BioPharma Corp. Signs Definitive Agreement to Fully Divest Polish SubsidiaryRICHMOND HILL, ON / ACCESSWIRE / November 9, 2020 / Helix BioPharma Corp. (TSX:HBP) (\"Helix\" or the \"Company\"), a clinical-stage biopharmaceutical company developing unique therapies in the field of immuno-oncology based on its proprietary technological platform DOS47, today announced that it has signed a definitive share purchase agreement with CAIAC Fund Management AG (\"CAIAC\"), as designed trustee of HIO Fund (the \"Fund\"), to purchase Helix's remaining holdings in its Polish subsidiary, Helix Immuno-Oncology S.A. (\"HIO\"), for gross proceeds of PLN 6,700,000 (the \"Transaction\"). The Transaction is expected to close this month.As announced on June 26, 2020, the Company accepted a non-binding offer from CAIAC, in its capacity as the designated trustee of the Fund, to purchase Helix's remaining holdings in HIO. The Company further announced on September 30, 2020, that the closing date was extended due to COVID19-related delays.On August 28, 2020, CAIAC, as portfolio manager for Biotech Opportunity Fund (\"Opportunity Fund\"), announced that it acquired control and direction over, and Opportunity Fund had acquired beneficial ownership of, 26,363,172 common shares of the Company, representing approximately 19.83% of the Company's issued and outstanding common shares on a non-diluted basis. Consequently, the disposition of the shares of HIO by Helix pursuant to the Transaction is considered a related party transaction within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (\"MI 61-101\"). The Company intends to rely on exemptions from the formal valuation and minority approval requirements in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the Transaction on the basis that the directors of the Company, acting in good faith, have determined that, as of the date that the Transaction was agreed to, neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the Transaction insofar as it involves \"interested parties\" (as such term is defined in MI 61-101) exceeds 25% of the Company's market capitalization.ACM Alpha Consulting Management Est. will be entitled to a 12.5% fee in connection with the closing of the Transaction.Abo...