Twist Bioscience has announced a strategic investment and licensing deal with Invenra Inc., a biotechnology company. This transaction involves Twist acquiring an equity stake in Invenra, securing a license to certain Invenra technology, and gaining board representation rights. The deal is structured through the issuance of Twist common stock and a cash payment, reflecting a combination of technology acquisition and minority investment.
Key details:
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Twist will issue up to 632,328 shares of its common stock as part of the transaction.
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Of these shares, 324,558 will be issued directly to Invenra in exchange for a license agreement and the transfer of specific technology from Invenra to Twist.
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Twist will also pay $5 million in cash to Invenra as part of the license and technology transfer consideration.
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An additional 307,770 shares of Twist common stock will be issued to two investors of Invenra. This issuance is in exchange for their Invenra preferred stock, giving Twist an indirect ownership stake in Invenra.
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Through these share issuances, Twist will hold approximately a 6% ownership position in Invenra.
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Twist gains the right to designate one member to Invenra’s board of directors.
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The existing Invenra board members, including the Twist designee, have the right under a voting agreement to approve two additional directors, potentially influencing Invenra’s governance.
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Twist and the investors have entered into Registration Rights Agreements, which will allow the resale of the newly issued Twist shares once registered. Twist is actively filing a prospectus supplement to facilitate this registration.
Implications for investors:
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Twist’s investment and licensing deal with Invenra represents a strategic move to access new technology that could enhance its synthetic biology capabilities.
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The combination of equity issuance and cash payment reflects a hybrid approach to acquiring technology and gaining exposure to Invenra’s growth.
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Board representation rights give Twist a voice in Invenra’s strategic decisions, potentially aligning the companies’ interests.
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The approximately 6% ownership stake in Invenra provides Twist with a meaningful minority position, which could offer upside if Invenra’s value grows.
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The registration of Twist shares issued in this transaction ensures liquidity for these shares, which is relevant for Twist’s capital structure and shareholder considerations.
Overall, this transaction signals Twist’s intent to expand its technology base and strategic partnerships through targeted investments and licensing arrangements.