At Ropes & Gray, we have a long history of successfully representing emerging growth companies, as well as the venture capital, private equity and private investment firms that invest in these enterprises.
Our knowledge and experience in these areas allows us to understand and anticipate the legal and business needs of our emerging company clients and to foster valuable business relationships between these clients and interested investors. We also work closely with investors to advise on investments and support them in their ongoing relationships with portfolio companies.
Our emerging companies practice spans the entire growth cycle of a company, from organization and incorporation, through venture, mezzanine and late-stage funding to sophisticated financing and acquisition transactions for large, multi-national companies. We routinely assist our emerging company clients by:
- Forming the corporate entity and structuring equity issuances and key employment relationships
- Obtaining financing from angel, venture, public and strategic investors
- Safeguarding and leveraging business assets through licensing and intellectual property protection strategies
- Managing supplier, distributor, licensing and other strategic relationships
- Developing and implementing strategic business combinations, sale transactions and joint ventures and providing international and transactional tax advice
- Structuring initial and follow-on public offerings
- Acting as general counsel to our clients and providing guidance on day-to-day corporate governance, securities and other legal issues
- Advising the company on its “exit strategy”, including the sale or merger of the company
- We are committed to providing our emerging company clients with practical and cost-effective assistance
Our emerging company experience includes representation of:
- Better PT Inc., a private start-up company, in connection with its $575,000 entity formation, angel-round venture financing and compliance with applicable healthcare regulations related to its development of a physical therapy scheduling app.
- Fidelity Management & Research Company on its $66M investment in WAVE Life Sciences, a preclinical biopharmaceutical company that designs, develops, and commercializes nucleic acid therapeutic candidates.
- GNS Healthcare in its $15.6 million additional Series C financing rounds from new investors to accelerate business growth and development.
- Heptares Therapeutics in its $189 million drug-discovery collaboration agreement with Pfizer to develop new medicines aimed at as many as 10 G-protein coupled receptor targets across multiple therapeutics areas.
- Mersana Therapeutics in expanding its $40 million existing collaboration with Millennium Pharmaceuticals Inc., a wholly owned subsidiary of Takeda Pharmaceutical Company Limited.
- Albireo Limited in connection with the $42 million negotiation and entry into a share exchange agreement with Biodel Inc. and Albireo’s existing stockholders. SV Life Sciences in its $12 million venture/growth equity investment transaction.
In today’s economy, private financing is playing an increasingly important role in the growth of emerging companies. Through our life sciences, health care, technology, media & telecommunications, and energy & cleantech practices we are familiar with the industries in which venture capital funds typically invest and understand the potential benefits and risks associated with investing in these areas.
Our intellectual property and patent strategy lawyers assist in the evaluation of a portfolio company’s intellectual property, including evaluating its strength, valuing its patent portfolio, assessing potential exposure to infringement claims, and reviewing employee agreements covering trade secrets and other intellectual property rights.
After assisting our venture capital client with its investments, we continue to add value by:
- Advising on fund formation
- Evaluating and structuring initial and follow-on investments
- Evaluating intellectual property portfolios of target companies
- Advising on continuing relationships with portfolio companies
- Determining strategies for investment exit
Our venture capital work includes representation of:
- JHL Biotech on its pre-IPO restructuring activities and its $45 million pre-IPO equity financing led by Fidelity Investments with participation by Milestone Capital, Liwick Investment Management and Sungent Bio.
- RiverVest Venture Partners as lead investor in a $20.4 million Series A investment into Lyric Pharmaceutical, a clinical-stage pharmaceutical company. Sante Ventures, Third Point Ventures and Aperture Venture Partners also participated in the round.
- RA Capital Management as lead investor in an $18 million Series A investment into WaVe Life Sciences, a nucleic acid therapeutics company.
- The lead underwriter in a the $60 million initial public offering for Ardelyx, a clinical-stage biopharmaceutical company focused on the discovery, development and commercialization of innovative, non-systemic, small molecule therapeutics that work exclusively in the gastrointestinal tract to treat cardio-renal, GI and metabolic diseases.
- Pfizer Venture Investments as lead investor in a $20 million Series C investment into CytomX, a biotechnology company developing Probody™ therapeutics for the treatment of cancer.