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CMS advises on the sale of InstaDeep to BioNTech

10/01/2023

International law firm CMS has advised the founders and other investors of InstaDeep, a leading global technology company in the field of artificial intelligence and machine learning, on the sale of InstaDeep to BioNTech, a next generation immunotherapy company pioneering novel therapies for cancer and other serious diseases. The transaction is expected to close in the first half of 2023, subject to customary closing conditions and regulatory approvals.

Founded in 2014 in North Africa, InstaDeep is a leader in decision-making AI systems with headquarters in London, and offices in Paris, Tunis, Lagos, Dubai, Cape Town, Berlin, Boston and San Francisco. The transaction, valued at approximately £362 million plus earn-out of up to approximately £200 million, will enable the creation of a fully integrated, enterprise-wide capability to discover, design and develop next-generation immunotherapies at scale by leveraging artificial intelligence and machine learning technologies across BioNTech’s therapeutic platforms and operations.

CMS M&A Partner Valentina Santambrogio commented: “I am very proud to have worked with the InstaDeep team on this transaction. It was delivered to a very ambitious timeline despite the huge coordination challenges of managing around 174 existing investors and employee shareholders and it was a real personal pleasure to work alongside such a talented group of people and play a part in this amazing milestone in the company’s growth.”

The CMS team advised on all aspects related to the sale, including on M&A, employee share incentives schemes (a significant legal component of the transaction), data protection and IT, merger control and FDI, and US securities law.

Isabelle Levard, InstaDeep CFOO, commented: “The CMS team worked non-stop to help us meet our deadline. It was a real comfort to have Valentina and Andy coordinate and CMS was instrumental in ensuring that the consideration structure worked for both investors and employees, taking into account the existing multi-jurisdictional share incentive schemes.” 

The UK CMS team was led by Valentina Santambrogio (M&A) and Andrew Quayle (Employee Incentives), and included Vitalii Mainarovych, Jennifer Ross, Raghav Vohora, Diana Pysarenko, Dimitar Kadiyski and Jack Eastwood (Corporate); Kate Darracott (US Securities); Mala Patel and Imogen Rohrs (Employee Incentives); Mark Joscelyne and Viktoriia Bilenko (Tax); and Jacqueline Vallat and Isobel Thomas (Competition). In Germany, Jürgen Frodermann (Corporate); Martin Friedberg (Tax); Rolf Hempel and Christoph Köberle (Competition); Amelie Schäfer and Nina Erler (Employment).  In France, Annabelle Bailleul-Mirabaud, Thibault Jabouley and Caroline Froger-Michon (Tax); Guillaume Melot and Claire Vannini (Competition). In the UAE, John O’Connor (Corporate). In South Africa, Bernard Mofokeng and Nico Alberts  (Tax).

CMS also worked with BTAC and Berjeb Lawyers (Tunisia), Alston & Bird and Troutman Pepper (USA) and Duale, Ovia & Alex-Adedipe (Nigeria).