Snell & Wilmer Advises Tivic Health on $90M+ Financing and Acquisition of cGMP Manufacturing and Development Assets

SAN DIEGO – Snell & Wilmer represented Tivic Health Systems, Inc. (Nasdaq:TIVC), a diversified therapeutics company focused on advancing immune-based treatments, in its acquisition of ready to scale cGMP manufacturing and development assets of Scorpius Holdings, Inc. and closing of a $90 million+ private investment in public equity (PIPE) financing package.

The transaction supports Tivic’s plan to accelerate commercialization of its lead biologic, Entolimod, while expanding its position in the United States biologics manufacturing market.

According to Tivic CEO Jennifer Ernst, the transaction marks an important milestone for the company. In a recent press release, Ernst said, “Tivic has entered a new era. With the licensing earlier this year of a Phase III biologic asset and our strategic expansion into biologics, the next logical step is bringing development and manufacturing capabilities in-house. This allows us to lower development costs and eliminate long wait times often associated with outsourcing. It also unlocks the potential for meaningful revenue through the launch of Velocity Bioworks-our new CDMO built for fast, high-quality biologic production that can serve both us and third-party biotech companies. More importantly, it positions Entolimod™ for rapid advancement toward a BLA and accelerates development across our oncology portfolio.”

The newly acquired assets will operate through Tivic’s wholly owned subsidiary, Velocity Bioworks, which will provide development and manufacturing capabilities for Tivic’s biologics pipeline as well as services for external partners.

The transaction was supported by a financing package led by 3i LP, including debt financing for the asset acquisition and preferred convertible equity to fund therapeutic development and future corporate initiatives.

Christopher L. Tinen led the Snell & Wilmer team advising Tivic. The diverse team included Eric S. Pezold, P.C., Marshall J. Hogan, Angela S. Kim and Monique Torres.

Snell & Wilmer’s corporate and securities attorneys have served as counsel to a substantial number of clients ranging from Fortune 100 companies to smaller emerging businesses. Our attorneys have provided sophisticated legal representation to biotech companies, health care and financial institutions, public utilities, homebuilders, transportation companies, restaurant and hospitality providers, athletic complexes, fitness facilities and many other types of businesses. Snell & Wilmer’s venture capital and private equity practice covers multiple aspects of the transactional arena involving public and private companies, including the structuring and execution of majority buyouts and minority investments, acquisitions (including buy- and sell-side deals, as well as negotiated and auction deals), financings (including 144A transactions and PIPEs), going-private transactions, and spin-off transactions. Our venture capital and private equity attorneys advise both domestic and international funds, including venture capital, private equity, hedge, mezzanine, real estate opportunity, fund-of-funds, exchange, and other private investment funds.