March 14, 2023

Miravo Healthcare™ acquired by Searchlight Pharma Inc.

Goodmans LLP acted for Nuvo Pharmaceuticals Inc. d/b/a Miravo Healthcare (the “Company”) in connection with its definitive agreement to be acquired by Searchlight Pharma Inc.

Searchlight acquired all of the issued and outstanding common shares of the Company (the “Company Shares”) in exchange for cash consideration of $1.35 per Company Share, representing a 79.8% premium to the 90-day volume-weighted average trading price of the Company Shares on the Toronto Stock Exchange for the period ended December 22, 2022.

The transaction was completed by way of an arrangement under Section 182 of the Business Corporations Act (Ontario) (the “Arrangement”). In connection with the closing of the Arrangement, all of the indebtedness (including convertible debt) owed to funds affiliated with Deerfield Management Company, in the aggregate principal amount of approximately US$78.1 million, was repaid in full and the Company’s outstanding warrants were cancelled for no consideration.

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