Ropes & Gray Advises NeoGenomics on its Acquisition of Inivata
Ropes & Gray has advised NeoGenomics, Inc., a leading provider of cancer-focused genetic testing services and global oncology contract research services, on its acquisition – including its financing via private placement of equity – of Inivata Ltd, a global, commercial stage liquid biopsy platform company, headquartered in Cambridge, UK.
The acquisition follows a $25 million minority equity investment by NeoGenomics in Inivata in May 2020, at which time NeoGenomics was granted a fixed price option to purchase the remainder of Inivata for $390 million prior to December 31, 2021. The cash purchase price will be funded with balance sheet cash and through a private placement of equity, with the expected gross proceeds of $200 million, led by a group of institutional investors consisting of legacy Inivata shareholders, existing NeoGenomics investors, and a number of leading oncology-focused specialist investors. The acquisition is subject to satisfaction of certain customary closing conditions and is expected to close concurrently with the private placement in June 2021.
The deal will help accelerate NeoGenomics’ long-term growth, with Inivata becoming a liquid biopsy-focused division, alongside NeoGenomics' growing clinical, pharma and informatics divisions.
The Ropes & Gray team that advised on the M&A aspects of the deal was led by partners John Newton (London) and Michael Lampert (Boston), supported by associates David Dowling and Kenan Ceylan and trainee William Radcliffe (all based in London). Other members of the team included life sciences regulatory partner Lincoln Tsang (London); IP partners Charlotte Jacobsen (New York) and Melissa Rones (Boston); finance partner Alex Robb and associate Hoey Lee; data, privacy & cybersecurity partner Rohan Massey and associate Juma Weeks; tax partner Andrew Howard and associate David Johns; antitrust counsel Lisa Kaltenbrunner (all based in London) and Deidre J. Johnson and associate Brandon M. Sisson (both Boston).
The team acting on the PIPE aspects of the deal was led by partner Michael Beauvais, with partner Thomas Fraser and associate Dayna Mudge (all based in Boston).
Ropes & Gray is recognised as one of the world’s leading health care and life sciences industry law firms. The firm won nearly every health care-focused legal industry award in 2020, including the FT’s Innovative Lawyers 2020 top honour for guiding clients through the COVID-19 pandemic. Other awards included being named Law Firm of the Year for Health Care by The American Lawyer, U.S. News - Best Lawyers, and Law360 (an award the firm has won for the second year in a row). Please click here for examples of the firm’s work in this area, alongside business and legal trends that the team has seen within the health care and life sciences industries in 2020.
In April this year, the firm strengthened its industry-leading life sciences practice with the appointment of Dr Lincoln Tsang, one of world’s leading lawyers in the field, as a partner and head of its European Life Sciences practice, based in London. Further details can be found here.