More than a month after filing for Chapter 11 bankruptcy, NanoString Technologies has agreed to be acquired by the healthcare investment firm Patient Square Capital for $220 million pending approval by the U.S. Bankruptcy Court.
Patient Square has agreed to serve as the “stalking horse” bidder in a court-supervised sales process, during which the firm plans to purchase substantially all of NanoString’s global business operations as a going concern.
“Patient Square was attracted to NanoString for our technology portfolio, great people, and track record of serving customers in the scientific research community,” Brad Gray, NanoString’s president and CEO told GEN. “This agreement with Patient Square and our recent victory in the European patent court should ensure that our leading-edge platforms for spatial biology and gene expression will be available for many years to come.”
NanoString has operated under Chapter 11 since February 4 when the company, joined by three of its subsidiaries, filed for protection from creditors under Chapter 11 of the U.S. Bankruptcy Code. NanoString has blamed the filing on the $31 million jury award assessed against it last November in a patent infringement case filed by rival 10x Genomics.
The agreement is part of a sale process under Section 363 of the U.S. Bankruptcy Code and is subject to compliance with bidding procedures allowing for the submission of higher or otherwise better offers, as approved by the Court, NanoString, and Patient Square—a dedicated health care investment firm with approximately $8 billion of assets under management as of December 31, 2023.
A court hearing to approve the stalking horse bid and bidding procedures will take place on March 28, 2024, subject to bankruptcy court availability. NanoString has requested that the deadline for competing offers be set for 5 p.m. ET on April 12, with a hearing to approve the sale be scheduled for April 22.
“This agreement with Patient Square provides continuity for our scientific customers and employees, and represents an important step in our financial restructuring,” Gray said in a statement. “We believe that Patient Square is committed to continuing NanoString’s mission to map the universe of biology and is prepared to invest in our market-leading product roadmap.”
The transaction is subject to Bankruptcy Court approval and customary closing conditions, including the expiration of the 15-day waiting period under the Hart-Scott-Rodino Antitrust.
Today, creditors of NanoString will be permitted to ask questions of the company pertaining to assets or any matter related to the bankruptcy case at a creditors’ meeting required under Section 341 (a) of the Bankruptcy Code.
The law firm of Willkie Farr & Gallagher represents NanoString as counsel. AlixPartners is acting as NanoString’s restructuring advisor, while Perella Weinberg Partners is its restructuring investment banker. The law firm of Kirkland & Ellis is counsel to Patient Square, with Greenhill & Co., acting as the would-be buyer’s investment banker.
The asset purchase agreement and additional information about NanoString’s court-supervised process, including Bankruptcy Court filings and other information, is available at cases.ra.kroll.com/NanoString, a website administrated by the company’s claims agent Kroll.
