Hogan Lovells Advises the OPEN JOINT STOCK COMPANY "RUSNANO" on its US Project on Investment in BiOptix Diagnostics, Inc. (USA)
31 March 2011
MOSCOW, 31 March 2011 - Hogan Lovells advised the OPEN JOINT STOCK COMPANY "RUSNANO" ("RUSNANO"), a major Russian investment and development company controlled by the Russian Government, on its investment in BiOptix Diagnostics, Inc. (USA) ("BiOptix"), a start-up analytical instrument company which uses a novel technology to enable label-free detection of biological samples. The deal completed on 18 March 2011.
RUSNANO's global mission is to develop the Russian nanotechnology industry through co-investment in nanotechnology projects with substantial economic potential or social benefit. RUSNANO had several projects with US companies in the past but this was the first project involving investment in the equity of a US company and thus represented a real breakthrough in RUSNANO's innovation history.
The investment was structured as a subscription by RUSNANO along with other existing and new investors for newly issued Series B Preferred Shares of BiOptix. Upon completion of the subscription BiOptix will establish a wholly-owned subsidiary in Russia to locate production of disposable bionanosensors and to create a R&D centre for further development of label-free technology.
The integrated Hogan Lovells team comprised lawyers from Moscow and Colorado offices Boulder and Denver. The team assisted the client through all stages of the deal, including due diligence of BiOptix, review and negotiation of various transaction documents, including investors' rights, right of first refusal, share purchase and other agreements customary for such investments as well as manufacturing and development agreements for future operations of the business. Hogan Lovells also supported RUSNANO in finalising the constitutional documents of both BiOptix and its soon to be established Russian subsidiary.
The Hogan Lovells Moscow team was led by Oxana Balayan, Managing Partner and Co-head of Moscow corporate practice, and Maria Baeva, Counsel. They were supported by associates Konstantin Kontievskiy and Ksenia Andreeva. The Colorado team was headed by Mark Heimlich, Partner, supported by intellectual property Partner David London and associate Jared Crain.
Managing Partner in Moscow, Oxana Balayan, said:
"It has been very exciting for all of us to make history. Our work on this deal demonstrates how we are able to pull together a team of the best lawyers from around the world to the benefit of our clients."