Physicians Realty Trust (DOC) Closes Seven Acquisitions for ~$114.1M Oct 1, 2014 08:40AM

Physicians Realty Trust (NYSE: DOC) has closed on previously announced acquisitions consisting of seven different properties totaling approximately $114.1 million of investments. Together, these acquisitions will average a first year unlevered cash yield of approximately 7.4%.

The acquisitions the Company closed are as follows:

  • A portfolio of three medical facilities in El Paso, Texas, consisting of a specialty surgical hospital and two medical office buildings primarily leased to El Paso Orthopaedic Surgery Group. The facilities total 178,700 square feet and are currently 94.5% occupied. The total purchase price was approximately $46.2 million with a first year unlevered yield of 7.8%. At closing, the physician owners contributed the facilities to the Company's Operating Partnership in exchange for 950,324 operating partnership units worth $13.2 million in the Company’s operating partnership, Physician Realty L.P. (“OPUs”), as well as additional cash consideration.
  • The Mark H. Zangmeister Cancer Center in Columbus, Ohio which is a 109,667 square foot, multi-tenant medical office building 100% occupied by Mid-Ohio Oncology/Hematology (“Mid-Ohio”) and Mt. Carmel Health System (“Mt. Carmel”), a member of Trinity Health, one of the nation’s largest Catholic health systems, serving patients and communities in 21 states. Mid-Ohio is a physician group of cancer and blood disorder treatment specialists with over 30 years of experience as a private practice and occupies almost 90% of the building. Mt. Carmel occupies the remainder of the building and specializes in radiation oncology. The total purchase price is $36.6 million with a first year unlevered yield of approximately 7.1%.
  • The Berger Medical Center in Orient, Ohio which is a 31,528 square foot medical office building that is 78% occupied by Berger Hospital d/b/a Berger Health System. The property was acquired for approximately $6.8 million with a first year unlevered yield of approximately 7.5%.
  • Two medical office buildings located in Columbus and Westerville, Ohio. The facilities total approximately 95,749 square feet and are 100% occupied. The primary tenant is Orthopedic ONE, the largest privately owned orthopedic practice in Ohio, which leases 94% of the rentable square footage. The total purchase price for the buildings is approximately $24.5 million with a first year unlevered yield of approximately 7.1%.

John T. Thomas, Physician Realty Trust’s Chief Executive Officer stated, “These completed investments continue to reflect the consistent execution of our strategy to build a high quality portfolio of medical facilities with high quality physicians and providers in the communities they serve. We are proud of the physician relationships we continue to establish and have the opportunity to grow with in the future, as they provide us stable long-term cash flows for our investors. With the closing of these transactions, we have now closed on $226.2 million in investments for the third quarter and $454.1 million in total investments during 2014.

"With these investments and our pace of growth, we believe we are well positioned to deliver long-term value for the Company, our tenants and our shareholders.”

Mitch McBeth, CEO of El Paso Orthopaedic Surgery Group, commented on the sale of the facilities saying, “El Paso Orthopaedic Surgery Group recognizes that the practice of medicine is changing and we were seeking a capital partner to support our future growth and expansion efforts. As the El Paso community has grown, EPOSG invested in infrastructure including facilities and technology to deliver the highest quality healthcare to the Paso del Norte community. As the healthcare landscape has evolved, we considered many strategic options. The more we learned about John Thomas and the DOC team, the more we realized we had found a committed long-term real estate partner focused on enabling our team to continue delivering the highest quality healthcare. We are excited to partner with Physicians Realty Trust given their existing investments in the community and commitment to continue to invest in El Paso.”

Harvard Bioscience (HBIO) Announces Acquisition of Two Life Science Companies Oct 1, 2014 08:36AM

Harvard Bioscience (Nasdaq: HBIO) has acquired two privately held life science companies: Multi Channel Systems MCS GmbH, headquartered in Reutlingen, Germany, and Triangle BioSystems, Inc., based in Durham, North Carolina, for a total of approximately $11 million in cash. Both companies are key developers of equipment in the field of electrophysiology, and their acquisitions substantially bolster Harvard Bioscience's leadership within the electrophysiology market.

Together, the acquisitions are expected to add $7.5 million to $8.5 million in revenue in 2015 and these acquisitions are expected to be accretive to 2015 earnings.

Multi Channel Systems MCS, or MCS, was acquired for approximately 7.5 million euros in cash. MCS is a developer, manufacturer and marketer of instrumentation for extracellular recording and stimulation.

Triangle BioSystems, Inc., or TBSI, was acquired for cash proceeds of approximately $1.6 million, net of acquired cash, and is a developer, manufacturer and marketer of wireless neural interface equipment to aid in vivo neuroscience research, especially in the fields of electrophysiology, psychology, neurology and pharmacology.

Further details of the acquisitions can be found in Harvard Bioscience's Form 8-K to be filed with the Securities and Exchange Commission on or about October 1, 2014.

Doral Financial (DRL) Amends Asset Purchase, Sale Agreement with Abbey Finance Oct 1, 2014 08:35AM

As previously disclosed, on July 13, 2014, Doral Financial Corporation (NYSE: DRL) and certain of its subsidiaries (collectively with the Company, “Doral”), entered into an Asset Purchase and Sale and Interim Servicing Agreement (the “Purchase Agreement”) with Abbey Finance Holdings PR, LLC (the “Purchaser”). On September 30, 2014, Doral entered into an amendment to the Purchase Agreement (the “Amendment”), pursuant to which Doral sold to the Purchaser certain commercial assets that were included in the Purchase Agreement, consisting of approximately $17.5 million unpaid principal balance of commercial real estate loans (the “Initial Commercial Assets”). The Amendment set the closing date for the Initial Commercial Assets to occur on September 30, 2014 (the “Initial Commercial Closing Date”) and provided that the purchase price for the Initial Commercial Assets of approximately $5.4 million was paid in cash by the Purchaser on the Initial Commercial Closing Date. Further pursuant to the Amendment, the closing date with respect to all other commercial mortgage loans and commercial unsecured loans, for which all conditions to closing as set forth in the Purchase Agreement have been satisfied, shall occur as soon as practicable after September 30, 2014.

Also on September 30, 2014, Doral and the Purchaser entered into a second Asset Purchase and Sale and Interim Servicing Agreement (the “Second Purchase Agreement”), pursuant to which, as of the closing date of September 30, 2014 (the “Closing Date”), Doral sold certain residential assets (the “Residential Assets”), consisting of approximately $24.1 million of residential mortgage loans and residential real estate owned (“REO”) properties based on the outstanding unpaid principal balance as of June 30, 2014. Further pursuant to the Second Purchase Agreement, Doral sold certain commercial assets (the “Commercial Assets” and, together with the Residential Assets, the “Assets”), consisting of approximately $17.6 million of commercial mortgage loans and commercial REO properties based on the outstanding principal balance as of June 30, 2014.

As consideration for the purchase of the Assets, the Purchaser paid $16.7 million in cash, consisting of approximately $13.2 million for the Residential Assets and $3.5 million for the Commercial Assets, subject to reduction for (a) the following collections occurring between June 30, 2014 and the Closing Date (the “Collections”): (i) with respect to each mortgage loan, all recoveries of principal and interest, and all other payments and recoveries due, owing and collected or paid or recovered and (ii) with respect to each REO property, the proceeds of all liquidations, casualties, condemnations and any other recoveries due, owing and collected, net of all reasonable and customary costs of such liquidations and recoveries; and (b) certain adjustments, secured by an escrow, for uncured title defects, tax deficiencies and certain similar issues.

Pursuant to the Second Purchase Agreement, the Purchaser deposited $3 million into escrow, which is partially funded with approximately $2.2 million of REO properties pledged as collateral, to cover certain representations relating to title and certain delinquent taxes and charges on the Residential Assets. Pursuant to a side letter entered into by Doral and the Purchaser on September 30, 2014 (the “Side Letter”), the Purchaser deposited the combined purchase price (the “Commercial Purchase Price”) for the Initial Commercial Assets and the Commercial Assets (collectively, the “Purchased Commercial Assets”), reduced by the Collections and equal to approximately $8.1 million, into escrow to cover certain representations and covenants with respect to the Purchased Commercial Assets.

The Assets are being sold to the Purchaser on a servicing-released basis. Doral Bank, a wholly-owned subsidiary of the Company, will continue to service the Assets for an interim period. Under the terms of the Second Purchase Agreement, Doral and the Purchaser each made certain representations and warranties that are customary in an asset purchase agreement. Doral will indemnify the Purchaser against the breach of such representations and warranties for a period from the Closing Date through (i) January 31, 2015 with respect to the Residential Assets, or (ii) March 31, 2015 with respect to the Commercial Assets (collectively, the “Indemnification Period”), subject to certain exceptions which may extend the Indemnification Period and subject to certain cure rights.

The sale of the Assets pursuant to the Second Purchase Agreement will adversely affect the Company’s compliance with its regulatory capital ratios and as a result the Company will continue to be “undercapitalized” and subject to further regulatory action as described in the Risk Factors section of the Company’s Form 10-K for the fiscal year ended December 31, 2013 as filed with the Securities and Exchange Commission on March 21, 2014 as well as in further disclosure in subsequent filings by the Company on Form 8-K. The sale of the Assets pursuant to the Second Purchase Agreement will improve the Company’s liquidity position and reduce its expenses relating to managing non-performing assets.

Houlihan Lokey served as financial advisor to the Company on this transaction.

Item 2.01. Completion of Acquisition or Disposition of Assets.

On September 30, 2014, the Company completed the disposition of the Initial Commercial Assets and the Assets, as described in Item 1.01 of this Current Report on Form 8-K (this “Report”). The information set forth in Item 1.01 of this Report is incorporated by reference herein.

Item 2.05. Costs Associated with Exit or Disposal Activities.

The Company estimates that the total amount of losses expected to be incurred in connection with the sale of the Assets will be between $20 million and $25 million, before income taxes. In addition, the Company may incur additional costs relating to the sale of the Assets with regards to purchase price adjustments pursuant to the terms of the Second Purchase Agreement. However, the Company cannot currently reasonably estimate the amount or range of these costs because it is uncertain whether these costs will be incurred under the terms of the Second Purchase Agreement. The Company will provide amended disclosure on Form 8-K at such time as such amounts become estimable and determinable.

The information set forth in Item 1.01 of this Report is incorporated by reference herein.

Item 8.01. Other Events.

As previously disclosed, on June 12, 2014, the Board of Directors (the “Board”) of Doral Bank was notified in a letter (the “First Letter”) from the Federal Deposit Insurance Corporation (the “FDIC”) that Doral Bank fell within the “undercapitalized” capital category within the meaning of the Prompt Corrective Action (“PCA”) provisions of the Federal Deposit Insurance Act (the “Act”). In a second letter from the FDIC dated September 26, 2014 (the “Second Letter”), the Board was notified that Doral Bank falls within the “significantly undercapitalized” capital category within the meaning of the PCA provisions of the Act. There is no material change to the requirements imposed on Doral Bank by the First Letter.

The Second Letter also states that, pursuant to the First Letter, Doral Bank was required to file a written capital restoration plan with the FDIC within 45 days of the date of receipt of the First Letter. The Second Letter further states that, pursuant to Doral Bank’s Consent Order with the FDIC and the Commissioner of Financial Institutions of Puerto Rico dated August 8, 2012 (the “Consent Order”), Doral Bank was required to increase capital in an amount sufficient to comply with the minimums required by the Consent Order or submit a contingency plan for the sale, merger or liquidation of Doral Bank by July 7, 2014. The Second Letter informs the Board that to date, the FDIC has not received the capital restoration plan or the contingency plan, and that both plans must be submitted immediately.

FuelCell Energy (FCEL) Reports Funding Award for Development of Next-Generation Fuel Cell Power Plants Oct 1, 2014 08:34AM

FuelCell Energy, Inc. (Nasdaq: FCEL), a global leader in the design, manufacture, operation and service of ultra-clean, efficient and reliable fuel cell power plants, today announced a $3.2 million contract from the U.S. Department of Energy (DOE) for advanced material development to enhance power density and performance of the next generation of the company's Direct FuelCell® (DFC®) products. The Company has included both the University of Connecticut and the Illinois Institute of Technology to support select aspects of the research for this three year project. The advances supported by the DOE's Office of Energy Efficiency and Renewable Energy also target more cost effective systems for tri-generation, to co-produce heat, power and hydrogen.

"Our customers, including utilities, universities, industrial operations and others, value the affordable and efficient distributed power generation that our fuel cell power plants provide," said Chip Bottone, Chief Executive Officer, FuelCell Energy, Inc. "The Department of Energy supports greater adoption of clean distributed generation to meet the growing demand for increased electric grid resiliency, and this project award will help us further enhance the customer value proposition of our fuel cell power plants."

"We continue to welcome collaboration opportunities with FuelCell Energy where we can contribute to the company's fuel cell technology through fundamental and applied research in clean and efficient energy systems," said Dr. Kazem Kazerounian, Dean School of Engineering, University of Connecticut. "Our involvement in this project further validates our focus on sustainable energy engineering, which we feel is critical for the global competitiveness of American businesses and pursued in a manner that protects the environment."

"We like to collaborate with universities to improve our fuel cell technology by accessing the research talent as well as fostering university-level research that is helpful to the community with jobs and exposing students to real-life engineering applications," said Tony Leo, Vice President Applications & Advanced Technology Development, FuelCell Energy, Inc. "Contracts awarded to the University of Connecticut over the past several months have contributed approximately $1.5 million in research funding directly to the University, accelerating our level of interaction compared to prior years."

Direct FuelCell® (DFC®) power plants solve energy, environmental and business-related power generation challenges by providing ultra clean, efficient and reliable distributed power generation. The fuel cells combine a fuel such as natural gas or renewable biogas with oxygen from the ambient air to efficiently produce ultra-clean electricity and usable high quality heat through an electrochemical process. Virtually no pollutants are emitted due to the absence of combustion. Avoiding the emission of nitrogen oxide (NOx), sulfur dioxide (SOx) and particulate matter (PM10) supports clean air regulations and benefits public health. The high efficiency of the fuel cell power generation process reduces fuel costs and carbon emissions, and producing both electricity and heat from the same unit of fuel further supports favorable economics while also promoting sustainability.

NanoViricides (NNVC) Ships FluCide to BASi; Ebola Drug Candidates Being Synthesized Oct 1, 2014 08:34AM

NanoViricides (AMEX: NNVC) announced that it has shipped FluCide to BASi for the start of toxicology studies. NanoViricides has chosen BioAnalytical Systems Inc (Nasdaq: BASI). Toxicology Services (“BASi”) of West Lafayette, Indiana to perform our safety/toxicology studies as needed for an IND submission of the Injectable FluCide drug candidate.

In other news, NanoViricides reported that the synthesis of its anti-Ebola second generation drug candidates has started. We anticipate being able to evaluate these against Ebola virus with certain of our previous collaborators. The contracts to enable such evaluation are currently in progress. The Company’s nanomedicine technology enables development of drugs that directly attack the virus, in a manner that a virus may not be able to overcome despite mutational changes. This is very important for the current epidemic-causing Ebola virus strain, which has been shown to be mutating rapidly.

Injectable FluCide was found to be extremely safe in mice in a preliminary safety study. This study showed no evidence of any adverse events even at the maximum tolerable dose level. No significant changes in all observed parameters were found even at the maximum feasible dose of approximately 2,700 mg/kg/d repeatedly given for five consecutive days.

With this information, and in consultation with BASi, we designed the safety/toxicology protocols for certain starting studies. We estimated that the total “Tox Package” studies would need as much as 2.5kg of the drug substance. Recently we broke up the study into parts and developed a starting study protocol that would require a 200g batch. Simultaneously, we have successfully scaled up our synthesis processes in the current Wood Street facilities, to be able to produce a 200g batch. The material we produced has gone through certain tests for its quality. We then prepared the samples as per the protocol design, and we have shipped them to BASi yesterday.

Injectable FluCide is our first drug candidate, designed to treat hospitalized patients with severe influenza. As noted above, it has been found to be extremely safe. In addition, it was found to be highly effective in combatting a highly lethal influenza A virus infection in mice. It was found to be highly effective against both Influenza A/H1N1 (same subtype as the 2009 pandemic), as well as Influenza A/H3N2 (another pandemic/epidemic strain).

We have previously published the pre-clinical data on the Company’s first drug candidate, NV-INF-1, Injectable FluCide™, to treat all influenza infections in hospitalized patients. FluCide has been built on the nanoviricides® technology platform. Influenza A H1N1 infected animals treated with FluCide survived the full 21-day observation period, whereas animals treated with 40mg/kg/d oseltamivir phosphate (Tamiflu®) survived only 8 days in this highly lethal study. Influenza A/WS/33/ (H1N1) virus was used in this study. The highly lethal infectious dose of 1M viral particles at time 0 h followed by another 1M virus particles at 23h that was employed caused uniform lethality in 5 days in untreated mice. Body weight began to decline in the infected, untreated mice, by days 2-3 days and continued to decline until death. The Oseltamivir-treated mice maintained body weight only through day 5, which declined thereafter until death. Similar to the survival results, the mice treated with NV-INF-1 maintained their body weight substantially longer, through day 14. NV-INF-1 demonstrated an unparalleled 1,000-fold reduction in lung viral load compared to untreated animals on day 4 in this lethal animal model study. Moreover, the lung viral load was suppressed to this baseline level through 13 days or longer, with a slight increase on day 19. In contrast, the current standard of care, oseltamivir, (Tamiflu®, Roche) exhibited only a 2-fold reduction in lung viral load at day 4 that rapidly rose by approximately 2X on day 7. Similar to the reduced virus titers, on day 4 the lungs from mice that were treated with NV-INF-1 showed a substantially lower lung weight (healthy) and displayed a markedly reduced presence of virus-induced lesions as compared to the untreated control and oseltamivir. Also similar to lung virus titers, the reductions in lung lesions in animals treated with NV-INF-1 were maintained at least through 13 days.

The data indicate that NV-INF-1 is a highly effective, broad-spectrum, anti-influenza drugs. The Company has shown that they are effective against both group I and group II influenza A viruses.

The market size for an effective influenza drug for treating severely ill hospitalized patients has been estimated in the billions of dollars, worldwide, depending upon the therapeutic value and cost savings. Currently, there is no effective therapeutic available for this indication. The Company believes that it could supply a substantial portion of the demand for this drug from its new small-scale cGMP clinical drug manufacturing facility.

This broad-spectrum FluCide drug is expected to work against most, if not all, forms of influenza virus, including epidemic, pandemic (e.g. H1N1/2009), high path influenzas such as H3N2, H7N9, and “bird flu” such as H5N1.

The total market size addressed by the Company’s current drug programs is estimated at about $50 billion. In addition to Injectable FluCide, the Company is working on five more commercially important drug candidates, namely: DengueCide™, HerpeCide™, HIVCide™, Oral FluCide™ for out-patients with influenzas, and a broad-spectrum antiviral drug for viral diseases of the external eye. All of our programs are for therapeutics to treat viral infections. Our drugs are expected to be useful as prophylactics as well. DengueCide has recently received orphan drug designation by the US FDA as well as the European EMA.

The Company currently has approximately $48 million cash-in-hand and cash-like-instruments. These funds are estimated to be sufficient for taking at least one of our drug candidates through initial human clinical trials, and possibly take another drug candidate into human clinical trials.

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