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Latham & Watkins Advises Verona Pharma in US$650 Million Strategic Financing, One of the Largest Life Sciences Financings of 2024

May 10, 2024
Cross-border team represented the biopharmaceutical company in a combination senior secured debt facility and royalty transaction.

Verona Pharma plc (Nasdaq: VRNA) (Verona Pharma), has announced it and its wholly owned subsidiary, Verona Pharma, Inc. (VPI and together with Verona Pharma, the Company), have entered into strategic financing agreements providing access to up to US$650 million from funds managed by Oaktree Capital Management, L.P. (Oaktree) and OMERS Life Sciences (OMERS). The strategic financing was led by Oaktree and comprises up to US$400 million in term loans available in five separate tranches via a term loan facility (debt facility), as well as a revenue interest purchase and sale agreement (RIPSA) of up to US$250 million in funding from the sale of a redeemable interest in future ensifentrine-related revenue.

Latham & Watkins LLP advised Verona Pharma in the debt facility with a transactional team led by partners Elizabeth Oh, Jekkie Kim, and Haim Zaltzman, and counsel Benjamin Gelfand, with associates Tyler Davis, Alex Bogdon, Mizuna Sekine, Michael Sweeney, and Patrick Chew. Advice was also provided on UK finance matters by partner Ben Wright, with associates Carry Chen and Rowena McCaughan; on UK intellectual property matters by partner Deborah Kirk, with associate Brett Shandler; on US ERISA matters by partners David Della Rocca and Nikhil Kumar; on UK ERISA matters by counsel Shaun Thompson; on tax matters by partner Eric Cho, with associate Jeremiah Cowen; on security matters by counsel Emily Yu; on converts matters by partner Reza Mojtabaee-Zamani, with associate Kevin Zhang; on healthcare regulatory matters by partners Betty Pang and Eveline Van Keymeulen and counsel Chad Jennings, with associates Jeanne Fabre and Ranulf Barman.