Key Developments For QLT Inc.
QLT Inc. (QLTI.O) (Nasdaq)
QLT Inc. Announces MGH Litigation Settlement
QLT Inc. announced the settlement of its litigation with the General Hospital Corporation, doing business as Massachusetts General Hospital (MGH). Under the terms of the settlement agreement, QLT will pay USD20.0 million to MGH as payment in full for all past and future royalty obligations under the License Agreement between QLT and MGH, in exchange for the dismissal with prejudice of MGH's lawsuit against QLT pending in the Massachusetts District Court for violation of Massachusetts General Law Chapter 93A, sections 2 and 11. As part of the settlement, QLT and MGH have also released each other from any claims in connection with the lawsuit and certain related matters. Under the existing License Agreement, QLT was obligated to pay MGH a 0.5% royalty on Visudyne sales in the U.S. and Canada.
QLT Inc. Announces Share Repurchase Program
QLT Inc. announced that its Board of Directors has authorized the repurchase of up to 5% of QLT's outstanding common shares (Common Shares) over the next 12 months on the NASDAQ Stock Market (NASDAQ) and the Toronto Stock Exchange (TSX), pending required approvals. QLT has filed with the TSX a draft notice of intention to make a normal course issuer bid. The notice provides that QLT may, during the 12 month period commencing on or about November 3, 2009, or such other date as permitted by the TSX and NASDAQ, purchase through the facilities of the NASDAQ and TSX up to 2,731,534 Common Shares in total, being 5% of the issued and outstanding Common Shares. The price that QLT will pay for any Common Shares repurchased will be the market price of such shares on the TSX or NASDAQ, as the case may be, at the time of acquisition. QLT will make no purchases of Common Shares other than open-market purchases. The actual number of Common Shares that may be purchased pursuant to the normal course issuer bid and the timing of any such purchases will be determined by QLT in the context of the market at the time, subject to compliance with applicable law. All Common Shares purchased pursuant to the normal course issuer bid will be cancelled
QLT Inc. Restructures Visudyne Agreement With Novartis AG's Novartis Pharma AG
QLT Inc. announced that it has restructured its agreement with Novartis AG's Novartis Pharma AG (Novartis) to simplify the relationship, under which, effective January 1, 2010, it will, among other things, receive exclusive U.S. rights to the Visudyne patents to sell and market Visudyne in the U.S. Visudyne, a photosensitizer co-developed with Novartis, is approved worldwide for the treatment of a form of wet age-related macular degeneration (AMD), the leading cause of legal blindness in people over the age of 55 in North America and Europe. Under the Amended and Restated PDT Product Development, Manufacturing and Distribution Agreement (Amended PDT Agreement), QLT will have exclusive U.S. sales and marketing rights to Visudyne, including rights to all end-user revenue derived from Visudyne sales in the U.S. Novartis will have marketing and sales rights in all countries outside of the U.S. (ex-US) and will pay QLT a royalty of 20% of ex-US net sales until December 31, 2014, and thereafter 16% of ex-US net sales until the expiry of the Amended PDT Agreement on December 31, 2019. QLT will continue to manufacture Visudyne and will supply the product at a pre-specified price exclusively to Novartis for ex-US distribution. QLT and Novartis will each be responsible for all costs and expenses associated with marketing and sales in their respective territories.
QLT Inc. Announces Sale Of QLT USA, Inc. To TOLMAR Holding, Inc.
QLT Inc. announced that it has completed the sale of all of the shares of its wholly-owned U.S. subsidiary, QLT USA, Inc. (QLT USA), to TOLMAR Holding, Inc. (TOLMAR) for up to an aggregate USD230 million pursuant to a Stock Purchase Agreement dated October 1, 2009. QLT USA's principal operating asset is the Eligard line of products for the treatment of prostate cancer. The Eligard line of products is currently manufactured by TOLMAR, Inc., a wholly-owned subsidiary of TOLMAR. Under the Stock Purchase Agreement, QLT received USD20 million on closing and will receive USD10 million on or before October 1, 2010 and up to an additional USD200 million payable on a quarterly basis in amounts equal to 80% of the royalties paid under the license agreements with each of Sanofi-Synthelabo Inc. and MediGene Aktiengesellschaft for the commercial marketing of Eligard in Canada, the United States and Europe until the earlier of QLT receiving the additional USD200 million or the expiry of the Stock Purchase Agreement on October 1, 2024. In addition, under the terms of the Stock Purchase Agreement, TOLMAR will pay QLT an additional amount for the shares of QLT USA equal to the balance of cash that QLT USA had on-hand at closing, substantially all of which had been reflected in QLT's consolidated balance sheet at June 30, 2009. The net after-tax proceeds of this transaction are expected to be approximately USD230 million, assuming the entire additional USD200 million is paid.
QLT Inc. Raises FY 2009 EBITDA Guidance
QLT Inc. raised its fiscal 2009 adjusted EBITDA guidance to $15-$20 million, compared to original guidance of $10-$15 million. According to Reuters Estimates, analysts on average are expecting the Company to report EBITDA of $15 million for fiscal 2009.
