Vapotherm Enters Merger Agreement to Go Private

Ropes & Gray represented Vapotherm, Inc. in a definitive merger agreement with a newly-formed entity organized and funded by an affiliate of Perceptive Advisors, LLC, a leading health care investment firm, and its Perceptive Discovery Fund. The transaction was announced in a June 17 press release.

Concurrently with the entry into the definitive merger agreement, investment affiliates managed by SLR Capital Partners, the firm’s existing lender, have agreed to convert approximately $81.0 million of term debt into preferred equity of the newly-formed entity, and Perceptive will invest $50.0 million of new preferred equity capital into the business, a portion of which will be used to fund the merger consideration and make certain closing-related payments. SLR will retain $40.0 million of term debt.

Vapotherm is a publicly traded developer and manufacturer of advanced respiratory technology based in Exeter, New Hampshire, USA. The company develops non-invasive technologies for respiratory support of patients with chronic or acute breathing disorders.

The Ropes & Gray team included mergers & acquisition partner Sarah Young, employment partner Renata Ferrari, tax partner Alyssa Kollmeyer, and IP transactions partner Raj Banerjee.