Life Sciences Lawyers

Client Intro

Everything Genetic predominantly supplies genetic tests for hereditary cancer and heart conditions.  During the COVID-19 pandemic, they also developed a product offering in respect of COVID-testing kits.

Case Overview

Over the course of our relationship with Everything Genetic we have supported and advised Everything Genetic on a variety of commercial agreements.  We have developed an in depth knowledge of the complex supply chains they use for the procurement of testing products and the delivery of outsourced testing and analysis services, which has allowed us to provide advice tailored to the client’s business in respect of the contracts governing their relationships with suppliers and customers. 

In particular, we have advised Everything Genetic on the terms of their agreement with a consortium of NHS hospital trusts for cancer testing services and development of an assay for the conduct of such testing.  The agreement involved collaborative research and development and required consideration of the intellectual property rights arising in respect of the new assay, their ownership and each parties’ rights of use, taking into account the respective contributions of the parties in respect of personnel, facilities and financial contribution.   We considered the interactions between the assay (and related pathology services) provided under this agreement, and Everything Genetic’s wider operations with the objective of achieving consistent treatment across the complex suite of related upstream and downstream contracts.

Richard Meehan, a Commercial specialist at Myerson Solicitors said:

Everything Genetic is a great example of why working for clients in the Life Sciences sector is so rewarding.  The complexity of the model – involving numerous third parties each contributing in a different way to the delivery of the final product – means that a diverse set of contracts need to be aligned in order to achieve the client’s objectives, which is an interesting challenge for the lawyers.  From a wider perspective, it is good to be able to contribute to the contractual structures which allow products like this to be delivered to end users who can achieve such positive health outcomes from their use. 

Client Intro

Locum360 is an online platform set up with the mission of helping GPs (and other practitioners) and medical practices to manage their arrangements in respect of temporary work placements. 

Case Overview

Our client, Dr Mohammed Noaman, has used his experience as a practising GP to design an online platform that reflects the requirements of GPs and the medical practices that engage them, allowing them to communicate about work opportunities, agree the details of specific engagements through the platform, and record the completion of the engagement, among a range of other functions. 

We provided guidance on legal issues relevant to the structure of these arrangements, and prepared the key online terms and conditions governing the basis on which the practitioners and the practices respectively use the Locum360 platform.

The arrangements between GPs and practices which are managed through the Locum360 platform, and the role played by Dr Noaman’s business in these arrangements, give rise to a range of legal considerations, including issues relating to the regulation of businesses that act as intermediaries in the employment sector.  Bespoke terms and conditions, developed through a process of close collaboration with the client, are designed to address those issues, and provide clarity about the respective contractual rights and obligations of the people using the Locum360 platform. 

Dr Noaman commented on his experience of working with Myerson on this matter:

Richard was incredibly knowledgeable and responsive throughout the entire process. He was able to quickly understand the specific needs of my company and drafted the T&Cs in a way that perfectly fit our requirements. He was always available to answer any questions or concerns that I had, and he was patient in explaining the legal jargon to me in terms that I could easily understand.

Working with Richard and the team at Myerson Solicitors was a great experience overall. They were professional, efficient, and went above and beyond to ensure that my company was fully protected. I would highly recommend their services to anyone in need of legal advice and assistance.

Richard Meehan, a Commercial specialist at Myerson Solicitors said:

Setting up an online platform that acts as channel of communication between two sets of potential counterparties – often buyers and sellers, but here GPs and medical practices – is always an interesting exercise.  There is a lot to think about, and careful drafting is needed to ensure that the terms and conditions give a clear and accurate description of how the platform works, and what the relationship of the different people involved will be. 

It has been a pleasure to support Dr Noaman in setting up Locum360 – from his personal experience he knows what matters to the users of the platform inside out, and it has been an enjoyable process to ensure that the drafting of the terms reflects those priorities.  It is good to have had the opportunity to contribute to a tool that has the potential to make the lives of medical practitioners, and the practices that engage them, a little easier, and we wish Dr Noaman every success with the new business.

Client Intro

Our clients in this corporate transaction were the shareholders in Phoenix Rehabilitation Services Limited and its subsidiary, Pace Rehabilitation Limited to an off-shore buyer, and transaction relatied to the sale of the entire issued share capital of those companies.

Case Overview

The work undertaken included an in-depth due diligence exercise due to the medical nature of the target entity; this included consideration into the Medical Device Directive and medical regulatory authorities. The due diligence exercise led to a thorough review of the target’s GDPR processes and advise in relation to the same. Myerson further advised on disclosure and preparing the disclosure letter, negotiating the share purchase agreement, ancillary documentation and tax deed. The transaction also required employment and property support.

This transaction involved additional complexities which meant that we had to amend the terms of the deal to reflect the change from a simultaneous exchange and completion to a split exchange and completion of the sale.  This was due to a competition market authority issue which became a condition of completion. It was a condition of completion for the CMA to determine whether the transaction constituted a relevant merger situation within the meaning of the Part 3 of the Enterprise Act 2002.

Client Intro

We acted for the shareholders of Morelife (UK) Ltd, a UK-based provider of healthy lifestyle, weight management and wellbeing services to NHS organisations, integrated care boards and private clients.

Case Overview

We advised on the sale of Morelife (UK) Ltd to Menwell Ltd t/a Voy, supporting the shareholders through all stages of the transaction.

The deal structure combined an initial payment with longer-term value linked to the future performance of the business, alongside an ongoing equity interest in the acquiring group. This required careful alignment between legal documentation and tax advice to ensure the structure delivered the intended commercial outcome for the shareholders.

Particular complexity arose from the company’s share and option arrangements, which required detailed analysis to ensure the proceeds were allocated fairly and in accordance with existing rights while remaining compliant with tax requirements.

We worked closely with the shareholders and their advisers throughout to navigate these issues and deliver a successful transaction.

“This was a significant transaction for the shareholders, and our focus was on delivering a structure that worked in practice as well as on paper. Close collaboration and clear commercial thinking were key throughout.” – Chris Moss, Partner