Inotiv (NOTV) to Purchase Bolder BioPATH, Inc.

April 16, 2021 8:34 AM EDT

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Inotiv, Inc. (NASDAQ: NOTV) (the “Company”, “We”, “Our” or “Inotiv”), a leading provider of non-clinical and analytical contract research services, today announced that the Company has entered into an agreement and plan of merger with Bolder BioPATH, Inc. (“Bolder BioPATH”), a contract pharmacology and pathology company specializing in in vivo models of rheumatoid arthritis, osteoarthritis, inflammatory bowel disease, diseases of the central nervous system and other autoimmune, inflammation, and pain models.

“Bolder BioPATH adds depth to our existing pharmacology enterprise, allowing us to extend our market reach in early-stage drug discovery, and brings us significant new cross-selling opportunities,” said Robert Leasure, Jr., Inotiv’s President and Chief Executive Officer. “We will offer Bolder BioPATH’s capabilities to our existing clients, while leveraging Inotiv’s centers of excellence, particularly in drug metabolism and pharmacokinetics, to deliver new services to their clients, which predominantly consist of companies in the growing emerging biopharma sector. Prior to the onset of the pandemic in 2020, Bolder BioPATH increased revenue organically at a compounded annual growth rate in excess of 20% over a three-year period, and we believe the company will provide an exciting new growth pillar for Inotiv.”

Mr. Leasure continued, “With our current investments in pharmacology models, especially to support liver disease as well as cell and molecular therapeutics, this combination gives us the ability to support new therapeutic areas. We believe that Bolder BioPATH’s exemplary reputation, talented team, and facility are an excellent complement to our organization. We look forward to working with Alison Bendele, Phillip Bendele and the team to deliver an even more robust suite of services with a focus on exceptional client experience—that’s what our Inotiv brand is all about.”

Alison Bendele, founder and President of Bolder BioPATH, added, “At Bolder BioPATH, our mission has been to always deliver exceptional service and provide clients with the highest quality data to help them move quickly toward key decisions.” Phillip Bendele, Chief Executive Officer, elaborated, “In 2020 we expanded our facility to over 24,000 square feet, providing capacity to allow us to increase the size of our business. By joining with Inotiv, we believe we can help accelerate the growth of our combined company with our expertise in various areas of nonclinical pharmacology, augment Inotiv’s already broad range of scientific disciplines, and provide our combined customer base the knowledge, experience and focus they need to get to an investigational new drug filing.”

Transaction Snapshot

Transaction Consideration
  • $47.0 million, consisting of (a) $18.5 million in cash, (b) a number of common shares of the Company obtained by dividing $27.0 million by the lessor of (i) the weighted average closing price of Company shares as reported by NASDAQ for the twenty trading-day period ending on the third trading day prior to the closing date and (ii) the offering price per share in any stock offering by the Company prior to the closing, and (c) a $1.5 million seller’s note.
Bolder BioPATH Financials
  • 2020 revenue of $13.0 million
  • Subject to financing and customary closing conditions
  • Expected to close within 120 days, pending successful financing

The union of Inotiv with Bolder BioPATH, and HistoTox Labs, Inc., which business will be acquired subject to a purchase agreement announced earlier this week, will provide clients with the ability to work with one provider having expertise across a broad portfolio of services, including:

  • Pharmacology
  • Toxicology
  • Pathology
  • Drug Metabolism
  • Pharmacokinetics
  • Bioanalysis
  • Intravascular Device and Structural Heart Models
  • Surgical and Medical Devices
  • Scientific and Regulatory Consulting

The Company expects to retain all existing Bolder BioPATH employees after transaction close.

The transaction is subject to customary closing processes and financing. A Current Report on Form 8-K containing further details regarding the contemplated transaction will be filed by Inotiv and made available on the U.S. Securities and Exchange Commission’s EDGAR website.

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