Transaction Designed to Enhance Shareholder Value By Unlocking Value of the Epigenetics Platform
TSX Exchange Symbol: RVX
CALGARY, April 8, 2013 /PRNewswire/ - Resverlogix Corp. (TSX:RVX) ("Resverlogix") today announced that its Board of Directors has approved a proposal to spin-out its subsidiary, RVX Therapeutics Inc. ("RVX Therapeutics"), which will focus on innovative drug research and development by leveraging its epigenetics platform. RVX Therapeutics will exclude Apolipoprotein A-1 ("Apo A-1") and RVX-208 technologies, rather focusing on multiple therapeutic indications including autoimmune diseases and cancer.
The spin-out is to be implemented by way of a court-approved Plan of Arrangement ("the Arrangement") pursuant to the Business Corporations Act ( Alberta). The implementation of the Arrangement will be subject to, among other things, final board approval of the Arrangement and a shareholder vote.Rationale The spin-out of RVX Therapeutics reflects the Board of Director's and management's belief that it is in the best interests of shareholders to create a future value for its epigenetics platform and to provide a mechanism for the retention of possible future royalties on RVX-208 sales, depending on the deal structure finally negotiated. Based on the belief that the RVX-208 program currently accounts for the entire market value of Resverlogix and that the value of the epigenetics platform is unrealized, the spinning out of RVX Therapeutics will facilitate a corporate structure that is more likely to reflect an accurate valuation of the epigenetics platform. The objective of the spin-out is to split the clinical RVX-208 program (Resverlogix) from the epigenetics platform (RVX Therapeutics). In doing so, this process will create distinct corporate environments such that Resverlogix is structurally ready for acquisition while RVX Therapeutics' future value could be realized through a licensing and/or partnering business model.