Report of Foreign Issuer (6-k)
December 02 2016 - 7:51AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of
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December
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2016
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Commission File Number
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001-36458
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Neovasc Inc.
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(Translation of registrant’s name into English)
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Suite 5138
– 13562 Maycrest Way
Richmond,
British Columbia, Canada V6V 2J7
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(Address of principal executive offices)
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Indicate by check mark whether the registrant files
or will file annual reports under cover of Form 20-F or Form 40-F:
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
DOCUMENTS INCLUDED AS PART OF THIS REPORT
Document
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1
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News
Release dated December 2, 2016 - Neovasc and Boston Scientific Reach US$75 Million Agreement
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Document 1
Neovasc and Boston Scientific Reach US$75 Million Agreement
- Boston Scientific acquires tissue
processing capabilities and takes equity stake in Neovasc -
NASDAQ: NVCN
TSX: NVC
VANCOUVER, Dec. 2, 2016 /CNW/ - Neovasc Inc. ("
Neovasc
"
or the "
Company
") (NASDAQ: NVCN) (TSX: NVC) today announced that Boston Scientific Corporation (NYSE: BSX), a
global medical technology leader, has agreed to acquire Neovasc's tissue processing technology and facility for approximately US$67,909,800.
Concurrently, Boston Scientific has committed to invest an additional US$7,090,200 in Neovasc for a 15% equity interest in the
Company.
"Boston Scientific has been a long-term customer of Neovasc,
having historically represented a sizeable percentage of our tissue processing revenues," commented Neovasc CEO, Alexei Marko.
"As one of the world's premier device companies, with a global cardio-vascular franchise, this investment in Neovasc enables
continued development of our lead products, Reducer and Tiara, and strengthens our resolve to revolutionize how structural heart
disease is treated."
Under the terms of the equity investment, Boston Scientific
has agreed to purchase 11,817,000 common shares in the capital of Neovasc (the "Common Shares") at a price of US$0.60 per
Common Share, for gross proceeds of US$7,090,200, subject to required regulatory approvals, including approval of the Toronto Stock
Exchange.
Under the terms of the asset purchase agreement Neovasc 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 mitral bioprosthesis
valve Tiara™ through its clinical and regulatory pathways. The transaction is expected to close by year-end 2016, subject
to customary closing conditions.
Neovasc intends to use the proceeds of these transactions
for general corporate purposes.
About Neovasc Inc.
Neovasc is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular
marketplace. Its products include the Neovasc Reducer™, for the treatment of refractory angina which is not currently
available in the U.S. and has been available in Europe since 2015 and the Tiara™, for the transcatheter treatment of mitral
valve disease, which is currently under investigation in the US, Canada and Europe. The Company also sells a line of advanced biological
tissue products that are used as key components in third-party medical products including transcatheter heart valves. For more
information, visit: www.neovasc.com.
This news release contains forward-looking statements within
the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws relating to the
Company's transaction with Boston Scientific, including the anticipated closing of the transaction and the Company's intended use
of net proceeds. The words "expected", "will", "anticipated", "look forward", "eventually",
"subject to", "intends" and similar words or expressions are intended to identify forward-looking statements.
Forward-looking statements are based on estimates and assumptions made by the Company in light of its experience and its perception
of historical trends, current conditions and expected future developments, as well as other factors that the Company believes are
appropriate in the circumstances. Many factors and assumptions could cause the Company's actual results, performance or achievements
to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, the parties'
ability to satisfy regulatory approvals and other closing conditions and to complete the transactions; the Company's broad
discretion in the use of proceeds; the conduct or possible outcomes of any actual or threatened legal proceedings; the Company's
ability to stay the payment of the awards in the CardiAQ litigation and its ability to successfully appeal the validity of the
awards as well as the ruling on inventorship, which are inherently uncertain and which create material uncertainty and cast substantial
doubt on the Company's ability to continue as a going concern; the potential impact on the Company's business of an adverse decision
in the appeal on the question of inventorship even if the Company prevails on its appeal of the awards; potential changes in circumstances
relating to the Company's financing requirements, whether as a result of the CardiAQ litigation, unforeseen circumstances or otherwise;
the Company's ability to raise additional funding; the potential benefits of the Neovasc Reducer™ and Tiara™
as compared with other products; successful enrollment of patients in studies and trials for the Neovasc Reducer™ and Tiara™;
results of the trials and studies for the Neovasc Reducer™ and Tiara™ that meet the Company's expectations; the Company's
receipt of any required local and institutional regulatory approvals and the timing and costs of obtaining such approvals; European
enrollment in our clinical trials, studies and compassionate use cases and the success of applications in Europe; the Company's
ability to protect its intellectual property; changes in business strategy or development plans; existing governmental regulations
and changes in, or the failure to comply with, governmental regulations and general economic and business conditions, both nationally
and in the regions in which the Company operates. These risk factors and others relating to the Company are discussed in greater
detail in the "Risk Factors" section of the Company's Annual Information Form, which is included in its Annual Report
on Form 40-F and Management's Discussion and Analysis of Financial Condition and Results of Operation (copies of which filings
may be obtained at www.sedar.com or www.sec.gov). These factors should be considered carefully, and readers should not place
undue reliance on the Company's forward-looking statements. The Company has no intention and undertakes no obligation to
update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as
required by law.
SOURCE Neovasc Inc.
%CIK: 0001399708
For further information:
Investor Relations, Neovasc Inc.,
Chris Clark, 604 248-4138, cclark@neovasc.com
CO: Neovasc Inc.
CNW 07:00e 02-DEC-16
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Neovasc Inc.
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(Registrant)
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Date:
December 2,
2016
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By:
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/s/
Chris Clark
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Name:
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Chris Clark
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Title:
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Chief Financial Officer
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