QLT Inc. (TSX:QLT) entered into a definitive merger agreement to acquire Aegerion Pharmaceuticals, Inc. (NasdaqGS:AEGR) for $43.2 million on June 14, 2016. Upon completion of the merger, each outstanding share of Aegerion common stock will be exchanged for 1.0256 shares of QLT common stock. The exchange ratio for the transaction is subject to certain adjustments. Following completion of the merger, QLT shareholders, including the investors, who are investing in QLT immediately prior to closing, are expected to own approximately 67% and current Aegerion shareholders will own approximately 33% of common shares. In a related transaction, an investor syndicate comprised of both new investors and existing shareholders of both companies has committed to invest approximately $22 million in QLT and to vote in favor of the transaction. On completion, Aegerion will become a wholly-owned indirect subsidiary of QLT. QLT plans to change its name upon the closing of the transaction to Novelion Therapeutics Inc. and its common shares will trade on the NASDAQ Global Select Market and the Toronto Stock Exchange. In case the transaction is not consummated by December 14, 2017, subject to an extension in certain circumstances, and if the requisite shareholder approvals are not received, agreement further provides for payment of a $5 million termination fee by Aegerion or QLT, as applicable, upon termination of the Merger Agreement under specified circumstances, including termination of the merger agreement by a party following an adverse change in the recommendation of the Board of Directors of Aegerion or QLT. On November 7, 2016, shareholders of QLT approved the transaction. Aegerion’s Chief Executive Officer, Mary Szela, will serve as Chief Executive Officer of Novelion following the close of the transaction. The Board of Directors of Novelion will be comprised of ten members, including four QLT designees, four Aegerion designees and two shareholder representatives, one from Broadfin Capital and the other from Sarissa Capital. Sarissa Capital also has the right to designate an additional Director to the Novelion Board shortly after Novelion’s 2017 annual shareholder meeting. Following the close of the transaction, Novelion is expected to have its principal headquarters in Vancouver, British Columbia, where QLT is currently located, with business operations in Cambridge, Massachusetts. The transaction is subject to approval by shareholders representing a majority of the outstanding common stock of each of QLT and Aegerion, stock exchange approvals, the effectiveness of a Registration Statement on Form S-4 to be filed with the SEC, the approval of the listing on the NASDAQ Global Select Market and the Toronto Stock Exchange of the Novelion Therapeutics common shares to be issued in connection with the merger, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, regulatory approval and completion of a specified minimum of the private placement in QLT by the investors as well as other closing conditions. The transaction has been approved by the Boards of Directors of both companies. The transaction is expected to close late in the third quarter or during the fourth quarter of 2016. On June 14, 2016, Sarissa Capital Domestic Fund LP and Sarissa Capital Offshore Master Fund LP, managed by Broadfin Capital, LLC and Broadfin Healthcare Master Fund, Ltd., managed by Broadfin Capital, LLC entered into voting agreements in relation to vote for the transaction. Greenhill & Co., LLC acted as the exclusive financial advisor and Raymond Gietz, Eoghan Keenan, Kimberly Thibault, Joseph Magro, Morgan Bale, Philip Ratner, Frank Adams, John Neuwirth, Stefania Venezia, Lori Pines, Kristen Murphy and Adam Safwat of Weil, Gotshal & Manges LLP acted as legal advisor to QLT. Minh Van Ngo of Cravath is represented J.P. Morgan acted as the exclusive financial advisor to Aegerion Pharmaceuticals, Inc. Paul M. Kinsella of Ropes & Gray LLP acted as legal advisor to Aegerion. Nathan Riggs and Jeffrey Taufield from Kekst acted as media relation advisors for Aegerion and QLT Inc. Lawrence Dennedy and Laurie Connell from MacKenzie Partners acted as PR advisors for QLT Inc. During the third quarter of 2016, QLT Inc. incurred $1.9 million of consulting and advisory fees on activities to support the pending merger transaction with Aegerion Pharmaceuticals, Inc. Gowling WLG (Canada) LLP acted as legal advisor for Aegerion Pharmaceuticals. Okapi Partners LLC acted as the proxy solicitor for Aegerion, with a fee of $13,000. MacKenzie Partners, Inc. acted as the proxy solicitor for QLT, with a fee of $25,000. Computershare Investor Services Inc. acted as the transfer agent for QLT. Bull, Housser & Tupper LLP acted as legal advisor to QLT. Ernst & Young LLP acted as accountant to Aegerion, while KPMG LLP acted as accountant to QLT. Wilmer Cutler Pickering Hale and Dorr LLP acted as legal advisor to Aegerion. QLT Inc. (TSX:QLT) completed the acquisition of Aegerion Pharmaceuticals, Inc. (NasdaqGS:AEGR) on November 29, 2016. As a result of which Aegerion is now an indirect wholly-owned subsidiary of QLT. In conjunction with the closing of the merger, QLT changed its name to Novelion Therapeutics Inc.