Shockwave Medical, Inc. (NASDAQ: SWAV) has completed its acquisition of Neovasc Inc., a major leap forward in its mission to revolutionize the treatment of severely calcified cardiovascular disease with its innovative Intravascular Lithotripsy (IVL) technology. With this acquisition, Shockwave is poised to make a major impact on the way cardiovascular diseases are treated in the future.
The Neovasc Reducer System is a revolutionary technology designed to combat refractory angina, a chronic chest pain that cannot be controlled by conventional therapies. This groundbreaking device has been granted Breakthrough Device designation by the FDA and is CE-marked.
It is currently enrolling patients in the COSIRA-II study, a randomized clinical trial which could lead to FDA approval for those with coronary obstructive refractory angina. Each year, up to 300,000 patients in the U.S. and the E.U. with obstructive coronary disease and another 500,000 with angina and non-obstructive coronary artery disease can benefit from the Reducer.
Shockwave has acquired every outstanding common share of Neovasc for an upfront cash prize of US$27.25 per share through a statutory plan of arrangement. Former shareholders of Neovasc will receive the consideration as soon as possible after the date of the arrangement, subject to a Withholding Tax Ruling issued by the Israel Tax Authority.
Additionally, the shareholders are eligible to receive up to an extra US$12.00 per share if certain regulatory milestones are achieved within the prescribed timeframes, in the form of a non-tradeable contingent value right.
The Arrangement has been completed and, as a result, Neovasc’s Common Shares will no longer be listed on the Toronto Stock Exchange and Nasdaq. Additionally, Neovasc will be ceasing to be a reporting issuer in the applicable Canadian jurisdictions due to the completion of the Arrangement. In approximately 10 days from now, Neovasc will be terminating its registration of the Common Shares under the U.S. Securities Exchange Act of 1934.
In order to receive their Consideration without any withholding under the Israeli Income Tax Ordinance, 5721-1961, Shareholders must make the Israeli Tax Certification as specified in the Withholding Tax Ruling. Those who hold Common Shares through a broker, and satisfy the requirements of the Israeli Tax Authority, can benefit from this provision.
Shareholders have the opportunity to receive their Consideration through an online portal provided by the Depositary. Those with questions about the process are encouraged to contact their brokers. Registered Shareholders, who hold Neovasc shares directly, will be contacted by the Depositary with instructions on how to receive the Consideration.
To avoid Israeli tax withholding, Registered Shareholders and those with consideration surpassing US$500,000 are advised to seek guidance from an Israeli tax lawyer or accountant to obtain a withholding exemption certificate. Don’t miss out on this opportunity to receive your Consideration!
Shareholders will be required to certify that they are not Israeli residents, that their Common Shares were not acquired from a relative or through a tax-free reorganization, and that their gain from the sale of the Common Shares is not derived through a permanent establishment in Israel.
In support of the Israeli Tax Certification, individuals must upload a copy of their valid non-Israeli passport or government-issued identification card, while those receiving consideration of between US$300,000 and US$500,000, or those who are Israeli citizens, must upload a tax residency certificate or withholding exemption certificate issued by the Israel Tax Authority.
About Shockwave Medical, Inc.
Shockwave Medical is revolutionizing the way calcified cardiovascular disease is treated! Our Intravascular Lithotripsy (IVL) technology delivers sonic pressure waves to break up calcified plaque in a minimally invasive, easy-to-use, and safe manner. Our mission is to create a new standard of care for the interventional treatment of atherosclerotic cardiovascular disease, and enhance patient outcomes in the process.
About Reducer
The Reducer is a revolutionary medical device that has been CE-marked in the European Union for the treatment of refractory angina, a painful and debilitating condition that affects millions of people worldwide.
By altering blood flow within the myocardium of the heart and increasing the perfusion of oxygenated blood to ischemic areas of the heart muscle, the Reducer offers relief of angina symptoms. The placement of the Reducer is done through a minimally invasive transvenous procedure.
The FDA has granted Breakthrough Device designation to the Reducer in October 2018, and it is now being studied in the COSIRA-II clinical trial. Thanks to this amazing device, people with refractory angina can now live lives free from debilitating symptoms and restrictions.
About Neovasc Inc.
Neovasc is a pioneering medical device company that is revolutionizing the cardiovascular marketplace. Its flagship product, Reducer, is a revolutionary treatment for refractory angina, and is already commercially available in Europe and undergoing clinical trials in the United States. With Neovasc at the forefront, the future of cardiovascular health is looking brighter than ever.