makinezmoney
8 years ago
Greenleaf CEO of VOQP now on BioSCRIP
BioScrip (BIOS) to Acquire Home Solutions for $85M
BioScrip, Inc. (NASDAQ: BIOS) entered into an agreement to acquire the business of HS Infusion Holdings, Inc. (Home Solutions), in a highly synergistic, transformational and accretive transaction with significant benefits for all stakeholders. Based in Hammonton, New Jersey, Home Solutions is a leading provider of home infusion and home nursing products and services to patients suffering from chronic and acute medical conditions. Home Solutions is a privately held company whose principal shareholder is KRG Capital Partners LLC.
Under the terms of the transaction, BioScrip will acquire substantially all of the assets and assume certain liabilities of Home Solutions and its subsidiaries for total transaction consideration of $85.0 million at closing and additional contingent consideration in the form of restricted stock units.
The Closing Consideration will consist of $80.0 million payable in cash, subject to certain adjustments and $5.0 million in shares of the Company’s common stock. The Contingent Consideration will consist of restricted shares of BioScrip common stock, issued in two tranches with different vesting conditions. The number of RSUs in Tranche A and Tranche B is approximately 3.1 million and 2.475 million, respectively. The RSUs would vest in two tranches when BioScrip shares exceed 20-day average trading prices of $4.00 per share and $5.00 per share, respectively, subject to certain time restrictions and under certain circumstances, in the event of a change of control.
In 2015, BioScrip and Home Solutions generated revenue of $982 million and $109 million, respectively. On a pro forma basis, the combined company is expected to generate over $1 billion in revenue. The transaction is expected to be accretive to BioScrip’s financial results and is estimated to generate $14-17 million of synergies approximately 12-18 months following the closing. The operating synergies are primarily related to supply chain efficiencies, infrastructure optimization and other corporate and organizational improvements.
The additional financial contribution from Home Solutions, including anticipated synergies, is expected to strengthen the Company’s balance sheet and leverage profile, thereby improving BioScrip’s strategic flexibility and competitive positioning and realigning the Company as a growth platform in the attractive post-acute care segment.
The combination of BioScrip and Home Solutions brings together two highly complementary core infusion services portfolios that will have greater scale and financial resources. Home Solutions is one of the largest independent home infusion providers in the country, with branches that span across the East Coast. For full year 2015, core revenue increased 8.3% and core admits increased 12.0%, both over the prior year period.
The combined company will have an enhanced national presence, providing expanded core infusion services for patients and benefitting from additional payor relationships. The addition of Home Solutions will enhance BioScrip’s revenue mix and margins, as Home Solutions’ revenues from core infusion therapies represented 81% of total gross revenues at the end of 2015.
Carter Pate, Chairman of BioScrip, said, “This highly compelling transaction will deliver meaningful benefits to our stakeholders and position the company extraordinarily well for future growth and strategic opportunities. We are energized by this combination and for the shared benefit of our patient-focused organizations. I also wish to thank Rick Smith for his leadership and his significant contributions to both BioScrip and the Home Infusion Industry. I look forward to continuing to work with Rick, Dan and the Board to grow the business and drive value.”
Daniel Greenleaf, Chairman and Chief Executive Officer of Home Solutions, said, “This transaction is a terrific opportunity to combine with a complementary infusion services company that shares our passion and commitment for providing national reach and local care. Together we will be able to further deliver on our shared mission of providing cost-effective care that is driven by clinical excellence, customer service, and values that promote positive outcomes and an enhanced quality of life for patients. I appreciate Rick’s partnership and friendship, as well as the support of Carter and the entire Board as we deliver value to shareholders by building the largest independent home infusion provider.”
Leadership
Upon completion of the transaction, Daniel Greenleaf will become Chief Executive Officer of BioScrip and join the Company’s Board. At that time, Rick Smith, Director and Chief Executive Officer of BioScrip will become Vice Chairman of the Board of Directors.
Mr. Greenleaf has over two decades of relevant experience in senior leadership positions in the healthcare industry. Prior to serving as Chairman and CEO of Home Solutions, Mr. Greenleaf served as President and Chief Executive Officer of Coram Specialty Infusion Services and led Coram to become the industry leader in home infusion and one of the top-performing healthcare companies in the U.S. with approximately $1.2 billion in revenue, approximately 5,000 employees and nearly 85 locations. While serving as President and Chief Executive Officer of Coram, Mr. Greenleaf assumed responsibility as Chief Operating Officer of Coram’s parent company, Apria Healthcare Group Inc., which had approximately $2.2 billion in revenue, approximately 13,000 employees and 600 locations. Coram, which was originally purchased by Apria for $350 million, was later sold by Apria’s private equity owner, The Blackstone Group, to CVS Caremark (currently, CVS Health Corp) for $2.1 billion, which underscores the value created for Coram’s Home Infusion platform during Mr. Greenleaf’s tenure at Coram. Prior to his roles at Coram and Apria, Mr. Greenleaf served as President and CEO of VioQuest Pharmaceuticals Inc. and held leadership roles with Celltech Biopharmaceuticals, Nabi Pharmaceuticals and Schering-Plough Corporation.
Jeffrey Kreger, Chief Financial Officer of BioScrip, will serve as the combined company’s Chief Financial Officer and Treasurer.
BioScrip will continue to be headquartered in Denver, Colorado and plans to maintain branches throughout the United States, and maintain Home Solutions’ Hammonton, New Jersey billing and operations center.
Richard Smith, Chief Executive Officer of BioScrip, said, “We are excited to bring together our two complementary companies, both of which have tremendously talented teams, and to expand on the premier quality-of-care we provide to individuals who require home infusion services. We look forward to welcoming Dan and the Home Solutions team and expect a seamless integration.”
Transaction Financing, Timing and Approvals
The transaction is anticipated to be financed through the net proceeds from an equity offering to be initiated promptly under the Company’s existing shelf registration statement, subject to market conditions. Any excess proceeds from the offering following the acquisition will be primarily used to reduce BioScrip’s outstanding indebtedness.
The transaction, which is expected to close in the third quarter of 2016, is subject to receipt of necessary regulatory approvals, a financing contingency and approval of certain matters by BioScrip shareholders, as well as customary closing conditions.
Teamlasvegas
17 years ago
April 29, 2008 - 5:00 PM EDT
VOQP 0.20 0.12
VQPH 0.08 0.00
VioQuest Pharmaceuticals Announces New Trading Symbol
VioQuest Pharmaceuticals (OTCBB: VOQP) today announced that in connection with its previously announced reverse stock split the Company has been assigned a new stock symbol. The Company's shares were previously quoted on the OTC Bulletin Board under the stock symbol VQPH and will now be reported on the OTC Bulletin Board under the new stock symbol VOQP.
The new stock symbol and the previously reported 1 for 10 reverse stock split will be effected for trading purposes at the beginning of trading on April 30, 2008.
About VioQuest Pharmaceuticals
VioQuest Pharmaceuticals is a New Jersey-based biotechnology company dedicated to becoming a recognized leader in the successful development of novel drug therapies targeting both the molecular basis of cancer and side effects of treatment. VioQuest’s oncology portfolio includes: Xyfid™ (1% uracil topical), for the treatment and prevention of Hand-Foot Syndrome, a common side effect from certain chemotherapy treatments, and to treat dry skin conditions and manage the burning and itching associated with various dermatoses; VQD-002 (triciribine phosphate monohydrate), a targeted inhibitor of Akt activation; and Lenocta™ (sodium stibogluconate), an inhibitor of certain protein tyrosine phosphatases such as SHP-1, SHP-2, and PTP1B.
Further information about VioQuest can be found at www.vioquestpharm.com.
VioQuest Pharmaceuticals
Brian Lenz, 908-766-4400 ext. 117
Chief Financial Officer
brian.lenz@vioquestpharm.com
Teamlasvegas
17 years ago
April 25, 2008 - 9:03 AM EDT
VQPH 0.055 -0.025
VioQuest Pharmaceuticals Effects One-for-Ten Reverse Stock Split
VioQuest Pharmaceuticals (OTCBB: VQPH) today announced that it has effected a one-for-ten reverse split of its common stock as of 12:01 a.m. EDT on April 25, 2008. Although the reverse split is effective, the company does not anticipate that the reverse split will be reflected in trading on the OTC Bulletin Board until next week, likely Monday, April 28, 2008, or Tuesday, April 29, 2008. The company will make a further announcement when it receives confirmation from Nasdaq of the effective date of the reverse split for trading purposes and the new ticker symbol.
Pursuant to the reverse split, each 10 shares of the company’s common stock were combined into one share of common stock. In addition, holders of outstanding convertible preferred shares, warrants and other rights to purchase shares of VioQuest’s common stock will, after giving effect to the reverse split, hold warrants or rights to purchase or otherwise receive one-tenth of the number of shares as prior to the reverse split at an exercise or purchase price that is ten times the price as prior to the split. VioQuest will pay cash in lieu of issuing fractional shares.
Until the appropriate adjustment is made on the OTCBB, investors should take caution in trading the Company’s securities and should be aware that any such trades in the Company’s securities will be reflected on a pre-reverse stock split basis, even though the reverse stock split has become effective.
At VioQuest’s annual meeting of stockholders in May 2007, the stockholders authorized the company’s board of directors to effect a reverse split in a ratio up to 1-for-10.
About VioQuest Pharmaceuticals
VioQuest Pharmaceuticals is a New Jersey-based biotechnology company dedicated to becoming a recognized leader in the successful development of novel drug therapies targeting both the molecular basis of cancer and side effects of treatment. VioQuest’s oncology portfolio includes: Xyfid™ (1% uracil topical), for the treatment and prevention of Hand-Foot Syndrome, a common side effect from certain chemotherapy treatments, and to treat dry skin conditions and manage the burning and itching associated with various dermatoses; VQD-002 (triciribine phosphate monohydrate), a targeted inhibitor of Akt activation; and Lenocta™ (sodium stibogluconate), an inhibitor of certain protein tyrosine phosphatases such as SHP-1, SHP-2, and PTP1B.
Further information about VioQuest can be found at www.vioquestpharm.com.
For investors:
VioQuest Pharmaceuticals
Brian Lenz, 908-766-4400 ext. 117
Chief Financial Officer
brian.lenz@vioquestpharm.com
krisryden
18 years ago
MDB Capital Group LLC Initiates Coverage of VioQuest Pharmaceuticals with a “Buy” Rating and a Price Target of $1.50
BASKING RIDGE, N.J., /PRNewswire-FirstCall/ -- VioQuest Pharmaceuticals (OTC Bulletin Board: VQPH), a New Jersey-based biopharmaceutical company focused on acquiring, developing and commercializing targeted cancer compounds, announced today that MDB Capital Group LLC, a California-based broker dealer, has initiated coverage of the Company with a “Buy” rating and a price target of $1.50. Rahul Jasuja, Ph.D., Vice President of Equity Research, initiated the coverage.
Dr. Jasuja, in his report, cited the fact that, “Recently, several positive developments have substantially changed the value proposition in VQPH. While the company was always focused on building a robust oncology pipeline, strategic corporate changes and positive clinical developments, particularly with the AKt inhibitor, have intensified the oncology focus and added to the pipeline.”
MDB Capital LLC provides institutional equity capital markets, investment research and advisory services to U.S. asset management, private equity and venture capital firms. Further information is available at www.mdbcapital.com.
About VioQuest Pharmaceuticals
VioQuest Pharmaceuticals, Inc. http://www.vioquestpharm.com focuses on acquiring, developing, and commercializing targeted late preclinical and early clinical stage therapies with unique mechanisms of action for oncology, viral and autoimmune disorders. VioQuest has two targeted therapeutics in Phase I/IIa clinic trials: VQD-002 which inhibits activation of Akt that is seen at abnormally high levels in breast, ovarian, colorectal, pancreatic, and hematologic tumors; and Lenocta(TM), an inhibitor of specific protein tyrosine phosphatases, which has shown compelling preclinical activity in both renal and melanoma cancers. In addition, VioQuest and the U.S. Army are planning to submit an NDA to the FDA in 2007 for Lenocta(TM) for the treatment of leishmaniasis. VioQuest also has recently in-licensed Xyfid(TM), a topical therapy which has shown early clinical promise in the treatment and prevention of chemo-induced hand-foot syndrome.
Forward-Looking Statements
This press release contains forward-looking statements that involve risks and uncertainties that could cause VioQuest's actual results and experiences to differ materially from the anticipated results and expectations expressed in these forward-looking statements. These statements are often, but not always, made through the use of words or phrases such as anticipates, expects, plans, believes, intends, and similar words or phrases. These statements are based on current expectations, forecasts and assumptions that are subject to risks and uncertainties, which could cause actual outcomes and results to differ materially from these statements. Among other things, there can be no assurances that the FDA will approve VioQuest's planned NDA submission relating to Lenocta(TM) for the treatment of leishmaniasis, and even if approved, there is no assurance that VioQuest will be able to successfully commercialize Lenocta(TM) for the treatment of leishmaniasis or any other indication, or that VioQuest will receive any proceeds in connection with a sale or other disposition of its Chiral Quest division. Other risks and uncertainties include the possibility that the results of clinical trials will not support VioQuest's claims, the possibility that VioQuest's development efforts relating to its product candidates, including Lenocta(TM) and VQD-002, will not be successful, the inability to obtain regulatory approval of VioQuest's product candidates, VioQuest's reliance on third-party researchers to develop its product candidates, its lack of experience in developing and commercializing pharmaceutical products, and the possibility that its licenses to develop and commercialize its product candidates may be terminated. Additional risks are described in VioQuest's Annual Report on Form 10-KSB for the year ended December 31, 2006. VioQuest assumes no obligation and does not intend to update these forward-looking statements, except as required by law.
Company Contact:
Daniel Greenleaf, President and Chief Executive Officer
908-766-4400 ext. 115
dan.greenleaf@vioquestpharm.com
Edward Bradley, Chief Scientific Officer
908-766-4400 ext. 118
ed.bradley@vioquestpharm.com
Brian Lenz, Chief Financial Officer
908-766-4400 ext. 117
brian.lenz@vioquestpharm.com
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