Invitae has completed the sale of some of its reproductive health assets, including carrier screening and noninvasive prenatal screening, to Natera.
The transaction is worth up to $52.5 million in cash, milestone payments, and litigation credits, Invitae said in a statement.
As part of the deal, Natera has hired Invitae reproductive health sales representatives; furthermore, Invitae will transfer its noninvasive prenatal screening and carrier screening customers to Natera.
The litigation credits are in reference to a patent-infringement suit filed by Natera against Invitae and its subsidiary ArcherDx. In December, the U.S. District Court for the District of Delaware issued a permanent injunction against Invitae and ArcherDx, ordering them to stop using products containing material patented by Natera; previously in May, a jury in the same district court awarded Natera $19.4 million in damages for royalties and lost profits in the suit.
In a form filed with the U.S. Securities and Exchange Commission, Invitae specified that Natera has made an upfront payment of $10 million in cash to Invitae and will make additional payments up to $42.5 million, which could include cash and/or credits in relation to the lawsuit damages (with a combined value of up to $20 million, which is the limit of liabilities from the suit that the agreement specifies) following entry of a “final, non-appealable order disposing of all claims in the suit,” as well as a “performance-based milestone cash payment” of up to $22.5 million.
In its statement, Invitae notes that the agreement will help in the firm’s efforts to significantly reduce its operating expenses; the company anticipates annual savings of approximately $44 million from the sale, excluding one-time severance related payments.