Profile

French version is available here.

Gino Martel is experienced in corporate and commercial law, mergers and acquisitions, private equity financing, tax-driven reorganizations and the life sciences industry. He has been involved in the planning, structuring and implementation of numerous mergers and acquisitions, management buy-outs, corporate reorganizations, debt and equity financings, international tax structures, shareholder, partnership and joint venture arrangements and various other corporate and commercial transactions.

As particularly concerns the life sciences industry, Mr. Martel is Canadian corporate counsel to a number of pharmaceutical, medical device and biotech companies and venture capital funds and has been involved in many transactions involving pharmaceutical, medical device and biotech companies, including private and public financings, joint ventures, international tax structures, transfer pricing audits and assessments, buying and selling of pharmaceutical plants, companies, divisions and products, and in-licensing, out-licensing, ultra-generic licensing, distribution, co-promotion, sales force, development, R&D, collaboration, joint venture, manufacturing and pre-commercialization arrangements.

Mr. Martel is featured in LMG Life Sciences 2013 as a ‘Life Sciences Star’ for his outstanding work in the industry. He has also been named one of the world’s leading practitioners in the field of the Life Sciences in the international Who’s Who Legal publications.

Professional affiliations

  • Canadian Bar Association
  • Quebec Bar Association
  • Association for Corporate Growth Toronto

Representative work

  • Represented the shareholders of Milgram & Company Ltd. in connection with the sale of the company to C.H. Robinson Worldwide, Inc. for a purchase price of approximately $62 million.

  • Represented the shareholders of Skyfold Investments Ltd. in connection with the sale of all of the company to dormakaba for a purchase price of $109 million.

  • Represented Sanofi Consumer Health Inc. in connection with the sale of its Alyria skincare line of products to INTEGA Skin Sciences Inc., a subsidiary of Crescita Therapeutics Inc.

  • Represented CTI Life Sciences Fund II as lead investor in the US$9.5M series C multi-tranche financing of CellAegis Devices Inc., a Toronto based medical device company.

  • Represented KLOX Technologies Inc. in connection with the creation of a joint venture business with Leo Pharma A/S in Ireland for the international exploitation of its dermatology business.

  • Acted as Canadian counsel to TerSera Therapeutics LLC in connection with (a) the purchase of the commercial rights to Zoladex® in the United States and Canada from AstraZeneca UK Limited for USD$250M plus certain milestone and royalty fees and (b) the concurrent first lien and second lien financing thereof.

  • Represented a customs brokerage and freight forwarding company in connection with the sale of its business to Livingston International Inc.

  • Represented INTEGA Skin Sciences in connection with the sale of all of its issued and outstanding shares to Crescita Therapeutics Inc.

  • Represented the shareholders of Lapaco Paper Products Ltd., a manufacturer and distributor of high end disposable tabletop, bakery and related products, in connection with the sale to Hoffmaster Group, Inc.

  • Represented Hydro-Québec Production in connection with the acquisition of a 60% interest in the hydroelectric facility located on the Manicouagan River in Quebec from Abitibi-Consolidated Company of Canada, a subsidiary of AbitibiBowater Inc. ($615M).

  • Represented Enobia Pharma Corp in connection with the negotiation and execution of a Merger Agreement with Alexion Pharmaceuticals, Inc. whereby Enobia was acquired by Alexion for US$1.08B, and in connection with its previous $40.1M Series B financing, US$50M series C financing, US$45M Series C extension financing, US$40M common stock financing and US$20M secured debt financing - Winner of LMG Life Sciences 2013 Award - Canadian Impact Deals of the Year.

  • Represented Valeant Pharmaceuticals on its US$3.2B merger with Biovail, Canada’s largest publicly traded pharmaceutical company, and on each of its recent $1.5B, $1B and $650M cross-border private placements and on senior secured credit facilities. Also advised on Valeant’s acquisitions, through its Canadian subsidiary, of Dr. Renaud Inc and Renaud Skin Care Products Inc, worth $23M, and of Vital Science, Derma Glow and All Healthy Skin, worth $10.5M.

  • Acted as Canadian counsel to Wind Point Partners in connection with the leveraged buy-out of the Cameo Crafts group of companies by LabelCorp. Holdings, Inc. and then as their Canadian counsel to LabelCorp. Holdings, Inc. and its Canadian affiliates, including York Label Canada, Ltd. with respect to the closing of its sale to Diamond Castle Holdings, LLC.

  • Represented Celtic Therapeutics and Kiacta Sàrl, Swiss funds, in connection with the acquisition and license from Bellus Health of the worldwide rights related to the Phase III investigational product candidate Kiacta™ (eprodisate).

  • Represented CTI Life Sciences Fund (a) in connection with three separate multi-tranche private placements of $3.2M, $2.5M and $2M principal amount secured convertible debentures of Zymeworks Inc. of Vancouver, the conversion of such debentures into equity, and subsequent rounds of preferred share financings, (b) the $10M Series A multi tranche financing of Xagenic Canada Inc. and in the subsequent $20M Series B and $15M Series B-1 multi-tranche financings and convertible debt financing of Xagenic Canada Inc. of Toronto, (c) the series C preferred share financing of Phemi Systems Corporation, and (d) the $100M Series B preferred share financing of DalCor Pharmaceuticals Canada Inc. and DalCor Pharma UK Ltd.

  • Represented Baylis Medical Company Inc., a leading supplier of high-technology cardiology, pain management and radiology products, in connection with (a) the sale of its worldwide pain management business to Kimberly-Clark Corp. and (b) the sale of its OsteoCool System to Medtronic, Inc.

  • Represented sanofi-aventis in connection with (a) its purchase of the skin care business of Canderm Pharma, (b) its sale of Altace® product rights to Valeant International and (c) the granting of Canadian distribution rights for Nasacort® to Pendopharm, a division of Pharmascience Inc.

  • Represented OrbiMed Advisors, the world's largest healthcare-dedicated investment firm, and one of its affiliates, TPG Biotechnology Partners III, LP and New Enterprise Associates 13, Limited Partnership, as lead investor in the private equity financing of Roka Bioscience Inc, a US-based innovative leader in molecular diagnostics and testing.

  • Represented KLOX Technologies Inc. in the negotiation and execution of (a) an exclusive supply, distribution and licensing agreement with Sandoz Canada for KLOX’s innovative and proprietary LumiCleanse™ System (also known as Lumigel Cleanse) for the treatment of acne vulgaris, and for its skin rejuvenation LumiBel™ System (also known as Fast & Mild Beauty System) in Canada, (b) a worldwide License and Joint Venture Agreement, excluding Canada, with LEO Pharma A/S, to further develop and commercialize KLOX’s BioPhotonic technology platform in dermatology, which includes a CE approved treatment for moderate to severe acne, and the negotiation and execution of a concurrent equity investment by LEO Pharma A/S, and (c) a worldwide license and related agreements with Colgate-Palmolive to commercialize KLOX’s BioPhotonic technology platform in human oral health conditions, including periodontitis.

  • Represented INTEGA Skin Sciences Inc. in connection with the negotiation and execution of the seed and convertible debt financing of INTEGA, the purchase of all of the shares of Valeant Groupe Cosméderme Inc. from Valeant Canada Limited and the concurrent debt and equity financing for such purchase.

Involvement

  • bioMérieux Canada, Inc., secretary and board member
  • Loyola Foundation, past board member
  • Loyola Alumni Association, past president and board member

Contact

514 397-2278
gino.martel@bcf.ca

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Assistant(s)

Silvia Di Paolo

514 397-6699 #3435
silvia.dipaolo@bcf.ca

Montreal

25th Floor
1100 René-Lévesque Blvd West
Montreal, Quebec   H3B 5C9
CANADA
tel. : 514 397-8500
fax : 514 397-8515
info@bcf.ca