Pharmaceutical and biotech companies, with proprietary and potentially lucrative products, have been popular targets for SPAC sponsors. Unfortunately, one such private equity sponsor may have its hands full after its managing partner was publicly named in a securities class action.

Immunovant Sciences was a private clinical-stage biopharmaceutical company that develops treatments for autoimmune diseases. One of its promising drugs – IMVT-1401 – was in Phase II clinical trials for the treatment of Graves’ ophthalmopathy and warm autoimmune hemolytic anemia. Dr. Roderick Wong, Managing Partner/Chief Investment Officer of RTW Investments and CEO of blank-check company Health Sciences Acquisitions Corporation (“HSAC”), must have liked what he saw, as Immunovant Sciences entered into a merger agreement with HSAC on September 29, 2019, after which the new company “changed” its name to Immunovant, Inc.

The merger was announced to the public three days later, in which Dr. Wong stated he “believe[d] IMVT-1401 is a uniquely compelling asset within the FcRn drug class” which he expected would become “a cornerstone therapy for treating many auto-antibody driven disease.” Throughout the rest of 2019 and 2020, Immunovant, Inc. positively mentioned IMVT-1401 in public statements and SEC filings.

However, Immunovant Inc. changed its tune on February 2, 2021 when it announced a “ voluntary pause of dosing in its ongoing clinical trials for IMVT-1401” as the company became aware of a “physiological signal consisting of elevated total cholesterol and LDL levels in IMVT-1401-treated patients in ASCEND GO-2, a Phase 2b trial in Thyroid Eye Disease (TED).”

On February 19, 2021, a sole plaintiff filed a purported federal securities class action against Immunovant, Dr. Wong, and its current CEO and CFO in the United States District Court for the Eastern District of New York. In her complaint, the plaintiff alleged the company and Dr. Wong’s statements were materially misleading as, among other things, HSAC failed to perform adequate due diligence on Immunovant Sciences prior to the merger.

Immunovant, Inc. has not yet filed its response, and the Court has not made any statements about class certification.

Photo of Corey I. Rogoff Corey I. Rogoff

Corey Rogoff is an associate in the Litigation Department, specializing in a range of business, regulatory and investigative matters. He has extensive experience advising on securities issues, including federal securities class actions, shareholder derivative lawsuits, and internal and governmental investigations. Corey has also…

Corey Rogoff is an associate in the Litigation Department, specializing in a range of business, regulatory and investigative matters. He has extensive experience advising on securities issues, including federal securities class actions, shareholder derivative lawsuits, and internal and governmental investigations. Corey has also worked in defense of private and government antitrust actions involving price fixing, supply restraints and monopolization allegations.

Corey is also part of the litigation team that represents the Financial Oversight and Management Board in the Commonwealth of Puerto Rico’s bankruptcy proceedings and the historic restructuring of Puerto Rico’s debts. He has leveraged his experience to advise the Board on the implications of pending legislation, regulatory actions and executive orders.

Corey also maintains an active pro bono practice, with a focus on immigration law and criminal record expungement. He is part of a team working with 100+ Meridian Heights residents in bringing a multi-year, class action lawsuit against the owners and property managers for terrible living conditions. Corey and the team recently received one of Proskauer’s Golden Gavel Awards in recognition of their efforts to successfully resolve this litigation.