On April 4, 2008 Jubilant Organosys Ltd. ("Jubilant") (BSE: 530019, NSE: JUBILANT) and DRAXIS Health Inc. ("DRAXIS") (TSX: DAX) (NASDAQ: DRAX) reported that they have entered into an arrangement agreement whereby a wholly-owned subsidiary of Jubilant Organosys Ltd (Press release, Jubilant Life Sciences, APR 4, 2008, View Source [SID1234527424]). ("Jubilant") will acquire all the outstanding common shares of DRAXIS at a price of US$6.00 per share in cash by way of a plan of arrangement. The total value of this transaction is approximately US$255 million.

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The purchase price represents a 22.4% premium over yesterday’s closing price of DRAXIS’s shares on NASDAQ and a 41.2% premium over the closing price of DRAXIS’s common shares on NASDAQ on March 13, 2008, the last trading day on NASDAQ prior to the request by securities regulators to explain increased trading in DRAXIS’s common stock on March 14, 2008.

The transaction was unanimously approved by the Board of Directors of DRAXIS on April 4th, 2008 following receipt of the recommendation of its Special Committee. DRAXIS’s Board has resolved to recommend to its shareholders that they vote in favor of the transaction on the basis that it creates immediate value for DRAXIS shareholders. As well, the Board expects the transaction to provide operational and technical resources to accelerate the growth of DRAXIS’s business and its customer base.

Commenting on the acquisition, Mr. Shyam S. Bhartia, Chairman & Managing Director and Mr. Hari S. Bhartia, Co-Chairman & Managing Director of Jubilant Organosys Ltd. said, "DRAXIS represents a unique opportunity in the North American market, offering Jubilant entry into the attractive, regulated, high growth and high margin radiopharmaceutical business. It also enables Jubilant to consolidate its position in the sterile and non-sterile contract manufacturing business. With this acquisition Jubilant will become one of the leading providers of contract manufacturing of small volume parenterals to large pharmaceuticals and biotech companies in North America. DRAXIS has an excellent regulatory track record, with its management and employees having a wealth of experience and expertise in radiopharmaceuticals and contract manufacturing. Jubilant is committed to grow DRAXIS by supporting management and employees through new product launches, entry into new markets and expansion of customer base."

About the Transaction

The transaction will be carried out by way of a statutory plan of arrangement pursuant to the Canada Business Corporations Act and must be approved by the Québec Superior Court and the affirmative vote of DRAXIS’s shareholders at a special meeting of shareholders. The proposed transaction is expected to close in the second quarter of 2008, shortly after receipt of shareholder and court approvals. The completion of the transaction is subject to customary closing conditions. The arrangement agreement contains customary non-solicitation provisions, but permits DRAXIS, in certain circumstances, to terminate the arrangement and accept an unsolicited superior proposal, subject to fulfilling certain conditions. DRAXIS has agreed to pay Jubilant a break fee of $10.5 million in such circumstances and certain other limited circumstances if the transaction is not completed. Jubilant plans to fund the acquisition through a combination of cash-on-hand and debt. The transaction is not contingent on any financing condition. Details regarding these and other terms of the transaction are set out in the arrangement agreement, which will be filed by DRAXIS on the Canadian SEDAR website at www.sedar.com and at the SEC’s EDGAR website at www.sec.gov. Further information regarding the transaction will be contained in a proxy circular that DRAXIS will prepare and mail to holders of common shares in connection with the special meeting of shareholders to be held to approve the transaction. It is expected that these materials will be mailed in April 2008 for a meeting to be held in May 2008. Once mailed, the proxy circular will be available at www.sedar.com and www.sec.gov. All shareholders are urged to read the proxy circular once it is available. Banc of America Securities Canada Co. has acted as financial advisor to DRAXIS and McCarthy Tétrault LLP is legal counsel to DRAXIS. Fasken Martineau is legal counsel to the Special Committee of the Board. Lazard has acted as financial advisor to Jubilant and Osler Hoskin & Harcourt LLP is acting as legal counsel to Jubilant.

On January 17, 2008 Cancer Research Technology Limited (CRT), the specialist oncology-focused development and commercialisation company, reported it has granted an exclusive worldwide licence to Glycart Biotechnology, a member of the Roche group, to develop a preclinical antibody for the treatment of cancer (Press release, Cancer Research Technology, JAN 17, 2008, View Source [SID1234523382]).

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The licensed antibody selectively binds to a cell surface-presented protein that is over-expressed in certain types of cancer including colorectal cancer. The antibody was originally developed by Cancer Research UK.

Glycart will use its proprietary GlycoMAB technology to enhance the in vivo efficacy of the antibody. A research collaboration between CRT, Glycart and the University of Oxford has been established to investigate the potential efficacy of the glyco-engineered antibody in pre-clinical studies.

Dr Phil L’Huillier, CRT’s director of business management, said: "This is a significant step forward in the development of this technology as a therapeutic agent. We’re very pleased that Glycart is taking this exciting antibody forward and we look forward to the development of a therapeutic that will help treat bowel cancer more efficiently."

On December 18, 2007 Pfizer Inc reported it has entered into an agreement to acquire CovX, a privately-held biotherapeutics company specializing in preclinical oncology and metabolic research and a developer of a biotherapeutics technology platform that will enhance Pfizer’s biologic portfolio (Press release, Pfizer, DEC 18, 2007, View Source [SID1234523621]).

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"The acquisition of CovX is a further step in Pfizer’s strategy to acquire and identify new product candidates that we can put into development, leveraging both Pfizer’s expertise and that of world-class scientists charged with discovering and bringing in new compounds," said Jeffrey Kindler, chairman and chief executive officer of Pfizer. "With this deal, we are building on our recent announcement of a new Biotherapeutic and Bioinnovation Center based in California and led by Dr. Corey Goodman. We are looking for the best science wherever we can find it, with a special focus in our priority areas, such as biotherapeutics."

CovX’s biotherapeutic platform is a technology that links therapeutic peptides to an antibody "scaffold". The peptide targets the disease while the antibody scaffold allows the peptide to remain in the body long enough to achieve therapeutic benefit. The technology thereby allows half-life extension and bioavailability to support optimal dosing regimens for peptide therapeutics.

As validation of this technology, CovX has generated three early- stage compounds, one diabetes and two oncology compounds, that are expected to further strengthen Pfizer’s biologic pipeline portfolio.

Based in La Jolla, California, CovX will operate as a division of Pfizer’s new Biotherapeutic and Bioinnovation Center.

"This deal demonstrates Pfizer’s ongoing commitment to build a competitive biotherapeutics enterprise through the acquisition of talented scientists, promising product candidates and a cutting edge technology platform," said Dr. Corey Goodman, president of Pfizer’s Biotherapeutic and Bioinnovation Center. "CovX scientists will remain in place, which reflects our decision to partner differently and maximize the productivity of the research initiatives underway outside of our walls."

"We are pleased to transition the CovX technology to Pfizer’s Biotherapeutic and Bioinnovation group and are confident they have the vision and resources to scale the platform and realize the opportunity to make efficacious drugs which will make a difference in peoples’ lives," stated Shehan Dissanayake, Chairman of CovX and CEO of Tavistock Life Sciences.

The acquisition is subject to customary closing conditions (including approval under the Hart-Scott-Rodino Antitrust Improvements Act of 1976), and is expected to close in the first quarter of 2008. Financial terms of the agreement were not disclosed.

More information on both companies and the peptide technology can be found at www.pfizer.com and www.covx.com.

On December 5, 2007 Biomira Inc. (Nasdaq: BIOM) (TSX: BRA) ("Biomira", the "Company") reported that the Alberta Court of Queen’s Bench today issued a Final Order approving the plan of arrangement under which the Company will move to the United States and change its name to Oncothyreon Inc. ("Oncothyreon") (Press release, Biomira, DEC 5, 2007, View Source [SID:1234513129]). Biomira also announced that the Board of Directors, upon review of the shareholder vote and other pertinent matters, yesterday voted unanimously to proceed with the plan of arrangement.

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Biomira intends to file articles of amendment to effect the plan of arrangement on or about December 10, 2007, and to commence trading as Oncothyreon on the Nasdaq National Market under the symbol "ONTY" and on the Toronto Stock Exchange under the symbol "ONY" shortly thereafter. Letters of transmittal are expected to be mailed to registered shareholders commencing later today.

Upon completion of the plan of arrangement, Oncothyreon will become the parent corporation of a successor corporation of the current Biomira and its subsidiaries. Holders of common shares of Biomira will receive one-sixth of a share of common stock of Oncothyreon in exchange for each common share of Biomira. Oncothyreon intends to establish its headquarters in or near Seattle, Washington.

On November 7, 2007 Cancer Research Technology Ltd (CRT), the specialist oncology development and commercialisation company, reported it has recruited Dr Hamish Ryder as its first director of discovery (Press release, Cancer Research Technology, NOV 7, 2007, View Source [SID1234523383]).

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Dr Ryder has more than 20 years experience in the pharmaceutical and biotechnology sectors, most recently as director of drug discovery at Almirall. He will lead operations at CRT’s Development Laboratories and oversee the continuing expansion of the staff and facilities. He will report to Dr Keith Blundy, Chief Executive of CRT.

The Development Laboratories are a key feature of CRT’s business, enabling the company to add value to projects in-licensed from its parent organisation, Cancer Research UK, as well as other academic and industry partners. The current expansion plans will see the number of scientific staff double from around 45 to 90 by mid-2009.

Increasing the capacity of the labs will help meet growing demand and, in particular, enable projects to be completed more quickly, ensuring potential therapeutics are developed as soon as possible. It will consolidate CRT’s leading position in translational cancer drug discovery and biotherapeutic development.

Commenting on the appointment, Dr Blundy said: "This is an extremely exciting period of growth for CRT. I’m delighted that Hamish Ryder will be joining us as director of discovery. He has a great depth of experience of drug discovery in several therapeutic areas, including oncology at Xenova, and has successfully reorganised and expanded Almirall’s discovery capability."

In addition to the appointment of Dr Ryder, CRT has created a position of Chief Scientific Officer (CSO) which also reports to Dr Blundy. Dr Clive Stanway, whose previous role included establishing and running the DL, will assume this new role which will involve the strategic development of the entire CRT project portfolio and the assessment of future technologies and project opportunities. He will also liaise with CRT Inc (CRT’s US subsidiary) and Cancer Therapeutics (CRT’s collaborating organisation in Australia) regarding project selection and development.

Dr Stanway said: "I’m sure Hamish will relish the challenge of overseeing the continuing growth of our scientific activities. We expect to generate many new partnering opportunities, providing leading biotechnology and pharmaceutical companies with exciting and novel opportunities to supplement their pipelines."

Commenting on his new role, Dr Ryder said: "I’m delighted to be joining CRT at this critical and exciting stage of expansion. CRT provides a unique environment for drug discovery, drawing on world-class basic research funded by Cancer Research UK and having patient need as the sole driver. I’m looking forward to playing my part in building on the excellent team already in place and to contributing to the discovery of new treatments for cancer patients."