Under the terms of the merger agreement, OccuLogix will be acquiring the minority ownership interest in OcuSense by way of a merger of OcuSense and a newly incorporated, wholly-owned subsidiary of OccuLogix. As merger consideration, the company expects to issue an aggregate of approximately 79.2 million shares of its common stock to the minority stockholders of OcuSense.
The transaction will be subject to the approval of stockholders of both companies, as well as to customary closing conditions, including approval by the Toronto Stock Exchange.
OccuLogix also announced that, subject to stockholder and regulatory approval, it intends to effect a private placement of up to $6.5 million of common stock at a per share price that is the lower of the average trading price of OccuLogix’s common stock at the time of purchase and $0.10.