LONDON: Instem plc, a leading provider of IT solutions to the global life sciences market, exchanged contracts to acquire US-based clinical trial technology & consulting leader d-Wise Technologies Inc for a total consideration of up to $31 million, net of any cash acquired and adjusted for a normalised level of working capital

The consideration will be satisfied by a combination of cash and ordinary shares in the Company, a news release said.

The total consideration of up to $31m comprises $20m on completion, $8m of deferred consideration and up to a further $3m which is payable contingent upon the future financial performance of d-wise.

Completion of the Acquisition is anticipated to take place on, or around, 31 March 2021, following the satisfaction of certain post signing formalities.

Phil Reason, CEO of Instem, commented: “We are delighted to have completed this acquisition. Access to a broad array of data is key to aiding and speeding up drug research and development. We believe that the enlarged Group is now even closer to becoming a one-stop-shop for life science companies looking for a long-term relationship as we assist them across the drug discovery and development landscape.

We have known d-wise for nearly a decade and have been impressed with their growth, as well as the position they have developed as highly trusted thought leaders in clinical trial analysis and regulatory submission technology.

This is an exciting addition to the Group, significantly enhancing our scale and market reach. We very much look forward to building on this as part of our ongoing strategy.”

d-wise adds a market leading position to the Group in an attractive adjacent area of clinical trial analysis and submission, with good future visibility through recurring revenue streams and already contracted, high value consultancy projects. Like Instem, d-wise enjoys high levels of client retention, opening up the potential for cross selling of solutions to the combined client base.

The Acquisition, which is expected to be earnings enhancing in 2021, is an integral part of the Company’s transformational growth strategy. It will enable the Company to deliver solutions that meet the rapidly expanding needs of life science organisations for data-driven decision making, leading to safer, more effective products.

The consolidation of key application areas will help customers streamline and accelerate their research and development processes, while access to a broader range of data from across the R&D continuum will increase the power of future in silico modelling and predictive analytics solutions.

Founded in 2003, d-wise is a well-respected clinical trial technology domain expert that advises on and builds clinical trial analysis & data anonymisation solutions, leveraging open-source and cloud technologies. d-wise has had a significant impact on the creation of operational and clinical data efficiencies that have accelerated clinical trial analysis and regulatory submissions for 19 of the top 20 global pharma companies.

It supports its global customer community through its US headquarters based in the Raleigh-Durham area, North Carolina along with an additional office in Manchester, UK. Approximately 70 of the d-wise staff are based in North America and 20 in the UK or mainland Europe and the Board expects to broadly maintain this split following the Acquisition. The d-wise team will join approximately 350 existing Instem staff.

The combined strength of Instem & d-wise positions the enlarged Group as the foremost authority and driving force in generating, analysing and leveraging data from Discovery through late-stage Clinical Trials. Instem and d-wise will be poised to deliver unique value to clients as one, unified, technology-driven powerhouse.

The d-wise team and its solutions will create a new business unit at Instem known as Clinical Trial Acceleration Solutions, led by the d-wise CEO John Leveille (who is also one of the company’s two founding shareholders), with all management and staff to be retained following the acquisition.

Finance and HR functions will be immediately integrated with the rest of the Group, with the d-wise Chief Financial Officer retiring after a suitable hand-over period. Further integration will be phased over a 12-month period post completion.

Phil Reason, CEO of Instem, commented: “More than a growth-based acquisition, this can truly help us transform the industry landscape. Our combined capabilities will help us meet the demand by our clients to create a more connected ecosystem across the life sciences in the global effort to bring life enhancing products to market faster. Behind all of the technology is a highly talented, experienced and motivated d-wise team that shares our mission and values. They are widely trusted industry thought leaders and practitioners, committed to delivering an exceptional client experience.

 “d-wise is well known for its drive to transform the life sciences through open and flexible access to data. It acts as strategic advisor to many of Instem’s existing clients and is one of the leading IT solution engineering and integration partners in the market today. We are extremely excited about future opportunities to leverage wider areas of data and knowledge, backed by leading technologies and services, to maximise client value in ways we and the industry have only dreamed of in the past.”

John Leveille, CEO of d-wise added: “Our mission has always been to help our clients navigate technology change in pursuit of human health and wellbeing. Today is a watershed moment in our journey as we take d-wise products and services to the next level and achieve even greater reach and impact. We are excited to be part of Instem, a growing global organisation of over 400 professionals with a shared purpose of helping our clients in their life changing missions.”

Instem is a leading provider of IT solutions & services to the life sciences market delivering compelling solutions for Study Management and Data Collection; Regulatory Solutions for Submissions and Compliance; and Informatics-based Insight Generation. www.instem.com