Orrick advised VC investor and long-standing client TVM Capital on the sale of Aspireo Pharmaceuticals’ Somatoprim (DG3173) to Cortendo AB, as well as on TVM’s $4.25 million investment in Cortendo in a private placement.
Aspireo Pharmaceuticals and TVM Capital, its primary shareholder, have entered into an agreement with Cortendo in which Cortendo will acquire Aspireos’ DG3173, a next generation, somatostatin analog (SSA) with a unique receptor affinity profile that is currently being investigated for the treatment of acromegaly, with potential additional applications in Cushing’s Syndrome and neuroendocrine tumors. Under the terms of the purchase agreement, Cortendo will provide Aspireo Pharmaceuticals with approximately $30 million in Cortendo equity for Somatoprim (DG3173). The completion of the sale is subject to, among other things, shareholder approval at Cortendo’s Annual General Meeting (AGM), which is scheduled to be held on or about June 24, 2015. This acquisition is expected to be completed shortly after the AGM.
In addition, TVM Capital will purchase $4.25 million of Cortendo shares as part of Cortendo’s related round of financing. TVM Capital and other investors have entered into an agreement with Cortendo to invest approximately $33.2 million in a new private placement, the proceeds of which will be used for continued development of COR-003 along with the planned development of the two new programs. The subscription price is $1.322 per share and up to 25,128,559 new shares will be issued to the investors. New institutional investors in this round of financing include TVM Capital, Longwood Capital and Granite Point Capital. Additionally, several existing investors, including RA Capital, New Enterprise Associates, Broadfin Capital and HealthCap, have also extended their investments in Cortendo through this round of financing. The financing is also subject to shareholder approval of the AGM and is subject to certain other conditions, including expected gross proceeds of at least $20 million and the non-occurrence of any material adverse effects (as defined in the investment agreement) prior to completion.
TVM Capital is a group of globally acting venture capital and private equity firms with an operating track record of 30 years. TVM Capital’s investment teams have financed more than 250 emerging companies since 1984. During the last 15 years, TVM Capital has become increasingly specialized in the most attractive and high-growth verticals in the broader healthcare markets, with focus areas in financing innovative products and technologies in the European and U.S. biopharmaceutical and medical device markets, as well as healthcare services in the Middle East and India. TVM Capital funds operate globally with dedicated Life Science venture capital funds advised by group members TVM Life Science Management in Montreal, TVM Life Science Management GmbH and TVM Capital GmbH in Munich, and its healthcare private equity fund managed by TVM Capital Healthcare Partners Ltd. out of Dubai.
Cortendo was advised by Locust Walk, and Pelican Advisors and GKH-law acted as Aspireo Pharmaceuticals’ advisors.
Orrick has a leading global practice advising technology companies, including life sciences companies, and venture capital investors. Our teams in Munich and New York advise a large variety of company founders and high-growth companies at all levels as well as renowned investors in all legal respects from incorporation through financing and business expansion right up to exit.
The Orrick team was led by partners Peter Rooney (New York) and Jörg Ritter (Munich) and counsel Thomas Strassner (Munich).
