Boston Scientific’s investment and acquisition option agreement with Millipede


Wilson Sonsini Goodrich & Rosati is representing Millipede in the transactions.

Boston Scientific Corporation has closed an investment and entered into an acquisition option agreement with Millipede, Inc., a privately-held company that has developed the IRIS Transcatheter Annuloplasty Ring System for the treatment of severe mitral regurgitation (MR). Under the terms of the agreements, Boston Scientific has purchased a portion of the outstanding shares of Millipede along with newly issued shares of the company for a total consideration of $90M. Boston Scientific has the option to acquire the remaining shares of the company at any time prior to the completion of a first in human clinical study that meets certain parameters. Upon the completion of the clinical study, Millipede has the option to compel Boston Scientific to acquire the remaining shares of the company. Each company’s option period expires by the end of 2019. Completion of this acquisition would result in an additional $325M payment by Boston Scientific at closing with a further $125M becoming payable upon achievement of a commercial milestone.

MR is caused by a leaking mitral valve, which then causes blood to regurgitate from the left ventricle to the left atrium of the heart. Over time, the condition can lead to or accelerate heart failure and heart rhythm problems. Many patients with severe MR have compromised heart function and are not able to tolerate open-heart surgery to repair or replace the leaking valve. This large and currently underserved patient population could benefit from a fully-percutaneous transcatheter procedure that can repair the dilated mitral annulus and reduce regurgitation without undergoing surgery.

The WSGR team representing Millipede in the transaction includes partners Casey McGlynn (Picture), Philip Oettinger, Scott McCall, David Hoffmeister, Susan Reinstra, Myra Sutanto Shen; Of Counsel Andrew Bryant; and associates Brian Appel, Drew Morris, RJ Lang, Mike Klippert, Alex Key, and Briza Sanchez.

Involved fees earner: Casey McGlynn – Wilson Sonsini Goodrich & Rosati; Philip Oettinger – Wilson Sonsini Goodrich & Rosati; Brian Appel – Wilson Sonsini Goodrich & Rosati; Drew Morris – Wilson Sonsini Goodrich & Rosati; RJ Lang – Wilson Sonsini Goodrich & Rosati; Scott McCall – Wilson Sonsini Goodrich & Rosati; Michael Klippert – Wilson Sonsini Goodrich & Rosati; David Hoffmeister – Wilson Sonsini Goodrich & Rosati; Susan Reinstra – Wilson Sonsini Goodrich & Rosati; Myra Sutanto Shen – Wilson Sonsini Goodrich & Rosati; Andrew Bryant – Wilson Sonsini Goodrich & Rosati; Alexander Key – Wilson Sonsini Goodrich & Rosati; Briza Sanchez – Wilson Sonsini Goodrich & Rosati;

Law Firms: Wilson Sonsini Goodrich & Rosati;

Clients: Millipede Inc.;

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Author: Ambrogio Visconti