Boston Scientific to Acquire Neovasc's Advanced Biological Tissue Capabilities

December 2, 2016—Boston Scientific Corporation and Neovasc, Inc. separately announced a definitive agreement whereby Boston Scientific will acquire certain manufacturing assets and capabilities of Neovasc's advanced biological tissue business. Boston Scientific will also acquire a 15% equity stake in Neovasc. The total transaction, which will be consummated for approximately $75 million in cash, is expected to close by the end of 2016, subject to customary closing conditions.

Boston Scientific stated that Neovasc makes elements used in transcatheter heart valves, including Boston Scientific's Lotus valve system. Upon completion of the transaction, the Neovasc advanced biological tissue capabilities will be integrated into the Boston Scientific structural heart business for use in the manufacturing of the Lotus valve and future heart valve technologies.

In the announcement, Boston Scientific advised that it expects to launch the Lotus valve system in the United States in late 2017. Currently, the Lotus is an investigational device in the United States, limited by law to investigational use and not available for sale.

Neovasc, which is based in Vancouver, British Columbia, develops, manufactures, and markets products for the cardiovascular marketplace, including the Tiara technology for the transcatheter treatment of mitral valve disease, and the Reducer technology for the treatment of refractory angina.

Boston Scientific's press release also advised that Neovasc's Tiara technology is an investigational device in the United States, Canada, and Europe, limited by law to investigational use and not available for sale. The Reducer technology has received European CE Mark approval, but in the United States, it is under development is not available for sale.

As stated in Neovasc's announcement, Boston Scientific agreed to acquire Neovasc's tissue-processing technology and facility for approximately $67,909,800. Boston Scientific's acquisition of a 15% equity interest in Neovasc is represented by 11,817,000 common shares at $0.60 per share in for $7,090,200. This investment is subject to required regulatory approvals, including approval of the Toronto Stock Exchange.

Neovasc advised that under the terms of the asset purchase agreement, the company has been granted a license to the purchased assets and access to the sold facilities to allow it to continue its tissue and valve assembly activities for its remaining customers and continue its own tissue-related programs, including advancing its Tiara mitral bioprosthesis valve through its clinical and regulatory pathways.

On November 28, Neovasc announced that it has received both regulatory and ethics committee approval to initiate the TIARA II study in Italy to evaluate the safety and performance of the company’s self-expanding Tiara transcatheter mitral valve replacement device.