Cooley advises Gracell Biotechnologies, a Nasdaq-listed Chinese biopharmaceutical company, on its private placement financing of up to USD150 million. Davis Polk advised the placement agents.
Partners Will Cai and Jie Zhang in Hong Kong led the Cooley team, with support from partner Francis Wheeler in Colorado. Davis Polk’s team included partners Yasin Keshvargar in New York and Steve Wang Xuelin in Hong Kong, supported by Hong Kong-based registered foreign lawyers Sheen Xu Xin and Allie Ma.
“Asia’s pharmaceutical and life sciences industry has a very bright future in the long run,” Liu Yiming, partner in charge of Cooley’s Shanghai office told Asia Business Law Journal.
“We have seen more and more innovative drug discoveries and clinical developments take place in Asia, and that has contributed to the rise of cross-border transactions where Asia-based companies, which used to be on the buy-side more often, now frequently sell or license their innovative technologies to multinational and big pharmaceutical companies in the US and Europe.”
Having regularly advised biotech and pharmaceutical companies in cross-border transactions, Liu says enterprises should pay special attention to the wide variety of laws and regulations.
“Beyond contract law, we consider intellectual property laws, data privacy laws, export control laws, antitrust laws, tax laws, as well as bankruptcy and insolvency laws, etc.,” says Liu.
The transaction will grant the syndicate of premier healthcare investors a private placement consisting of 138.9 million ordinary shares, which is equivalent to 27.78 million of Gracell’s American depositary shares (ADSs) priced at USD3.60 each, for USD100 million in total. Investors can also purchase up to 44.8 million ordinary shares, which is equivalent to 8.96 million ADSs, at USD5.58 each, totalling USD50 million, within 24 months after the private placement closes.
Gracell is a Suzhou-based biotechnology company focusing on developing cell therapies for cancer and autoimmune disease treatment. Funds raised through this private placement will be used to promote Gracell’s research and development of clinical-stage products, research programmes and general corporate purposes.