Rare Daily Staff

Science 37, a company focused on decentralizing clinical trials, said it will become a public company through a merger with LifeSci Acquisition 11 Corp., a special purpose acquisition company with no public warrants.

Upon closing of the proposed transaction, the combined company will operate as Science 37 and is expected to be listed on the NASDAQ under the ticker symbol “SNCE.” The proposed transaction values Science 37 at an initial enterprise value of approximately $1.05 billion and will provide the combined company with approximately $250 million of cash to fuel continued growth.

“The clinical research industry is undergoing a dramatic transformation in which traditional development methods are being supplanted by technology fueled innovation,” said David Coman, CEO of Science 37. “Our clinical trial operating system can enable significantly faster enrollment, retain patients at a meaningfully higher rate, and achieve higher enrollment among diverse patient populations. With this investment, we expect to advance our system to further penetrate adjacent markets, and power the future of clinical research where we bridge between the traditional and decentralized approaches to enable a truly Agile Clinical Trial.”

Founded in 2014, Science 37 provides customers with a platform to empower clinical research while optimizing the experience and outcomes for patients and researchers. The company believes that the success and future of clinical research demands the ability to activate and provide any patient, regardless of premises; a network of traditional providers, telemedicine providers, mobile nurses, and remote coordinators; and a flexible operating system to navigate between on-site and off-site research and care.

Since its founding, the company has conducted more than 95 decentralized clinical trials and engaged more than 366,000 patients, through a customer base consisting of pharmaceutical corporations, biotech companies, and academic and governmental institutions.

“Healthcare is increasingly transitioning to virtual and home-based environments, and we believe Science 37 is uniquely positioned as a pioneer in its approach to clinical trials,” said Andrew McDonald, CEO of LifeSci Acquisition II Corp. “The company’s rapid growth is a testament to its truly disruptive technology and its immense market opportunity to change the way drugs are developed and go to market.”

The proposed merger values Science 37 at a total enterprise value of approximately $1.05 billion and a fully distributed equity value of approximately $1.3 billion at signing, excluding any contingent consideration. The transaction also includes up to $125 million of additional contingent consideration to existing shareholders of Science 37 subject to the achievement of certain aftermarket stock price targets.

The transaction is expected to deliver approximately $280 million of gross proceeds, including the contribution of up to $80 million of cash held in LifeSci’s trust account and $200 million from a fully committed private placement in public equity funding from a group of leading institutional and healthcare investors. Pro forma for the business combination and the PIPE, legacy shareholders of Science 37 and employees of the company will own approximately 77 percent of the public company, excluding any contingent consideration and before giving effect to any conversion of LifeSci’s private warrants into shares of common stock in connection with the closing.

The transaction has been unanimously approved by each of LifeSci’s and Science 37’s Board of Directors. The proposed transaction is subject to the approval of LifeSci and Science 37 stockholders and the satisfaction or waiver of other customary conditions, including a registration statement being declared effective by the U.S. Securities and Exchange Commission, and is expected to close in the third quarter of 2021.

As part of the agreement, after becoming a public company, Science 37 will establish the Diversity in Clinical Research Foundation to make clinical trial research more accessible to underserved patient populations.

Photo: Andrew McDonald, CEO of LifeSci Acquisition II Corp

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