Medicure also received an option to acquire all of the remaining issued shares of Apicore LLC and the holding company of Apicore US LLC, within the next 3 years. The Ownership Interest and certain other rights, including the Option Rights described below, were obtained by Medicure for its lead role in structuring a US$22.5 million, majority interest purchase and financing of Apicore (the "Purchase") by Signet Healthcare Partners ("Signet"), Knight Therapeutics Inc. (GUD.TO) ("Knight"), and investors affiliated with Sanders Morris Harris Inc. ("Sanders")(collectively, the "Investors").
Apicore is a private developer and manufacturer of specialty Active Pharmaceutical Ingredients ("APIs"), that has U.S. Food and Drug Administration ("FDA") approved cGMP facilities in Somerset, New Jersey and Gujarat, India. Apicore manufactures over 70 different API’s, including over 30 for which Drug Master Files have been submitted to the U.S. FDA and 4 that are approved for commercial sale in the U.S. by customers of Apicore. Apicore specializes in manufacture of difficult to synthesize, high value and other niche API’s for over 30 different U.S. and international generic and branded pharmaceutical companies.
The Purchase included an equity investment by Signet and secured loans provided by Knight and investors affiliated with Sanders in an aggregate amount of US$22.5 million. In addition to acquiring the Ownership Interest, Medicure has a conditional right to acquire all of the remaining issued shares of Apicore LLC and the holding company of Apicore US LLC, within the next 3 years from the Investors and the founding shareholders of Apicore, who continue to own a significant minority interest in Apicore, for pre-determined cash amounts (the "Option Rights"). Medicure has also received the right to appoint a director to the Board of Directors of both holding companies, and its initial representative on such Boards will be Dr. Albert Friesen, who has been appointed as Chair. In certain circumstances, Medicure may be required to purchase a portion of the equity of Apicore for up to US$5 million at a valuation below that of the Purchase or Option Rights.
Through this transaction and its ongoing relationship with Apicore, Medicure has a long term objective of identifying and advancing new products that are complimentary to the Company’s U.S. specialty pharmaceutical business, securing supply for potential new development products, and otherwise diversifying Medicure’s asset base within the pharmaceutical industry.
"Medicure is pleased to be working alongside Apicore and the exceptional group of investors participating in this transaction," stated Dr. Albert Friesen, Chair and Chief Executive Officer of Medicure. "In addition to helping Apicore advance its business and increasing the value of our minority ownership interest, we have a long term goal of leveraging this position and network to further diversify and build Medicure’s specialty pharmaceutical business."
Medicure’s business focus and operations will continue to concentrate on maintaining and expanding the sales of AGGRASTAT (tirofiban Hcl) in the United States.