The University of Waterloo has signed an agreement to join a conglomerate run by NeuroVigil as a formal member. NeuroVigil is a neurotechnology intellectual property company based in Silicon Valley. The deal was announced on December 3, 2020. NeuroVigil describes Waterloo as Silicon Valley’s largest international supplier of tech talent.
The conglomerate is headed by Philip Low, the founder, chairman and CEO of NeuroVigil. According to the company, the signing marks the formal international launch of his plan. That plan calls for a network of universities, healthcare systems and companies. Its members would develop sustainable biotechnologies without any cost to non-human animals. That goal follows the 2012 Cambridge Declaration on Consciousness, which Dr. Low wrote. The release calls it the first formal document to recognize that consciousness is not limited to humans.
Dr. Low recalled hosting the Francis Crick Memorial Conference in Cambridge, where he asked colleagues to suggest small edits to his text and then sign it. In his account, that moment changed laws around the world. It also led more scientists to work for people without harming the environment. He said he took the same community-minded approach with the conglomerate. He picked Waterloo as the first international invitee because of its boldness, talent and sense of community. He sees those qualities in its students, staff, leaders, alumni and spinoffs.
Dr. Low also thanked the university’s leadership and Dr. David Fransen, who sits on his business advisory board and serves as his Head of Strategic Operations for Canada. Fransen suggested Waterloo and helped make the partnership happen. Dr. Charmaine Dean, Waterloo’s Vice-President of Research, said the university looks forward to working with Dr. Low and NeuroVigil.
The network concentrates on three fields.
- Communication and mobility technologies for people with ALS or stroke, a project begun with the late Dr. Stephen Hawking.
- Detection of biomarkers of brain cancer or Parkinson’s in people who have no symptoms yet.
- Detection of drug side effects in seniors, along with neurological damage that signals the onset of Alzheimer’s disease.
All of these technologies are human-based and non-invasive, and none of them needs animal testing. New companies in the network must have access to airtight intellectual property. However, NeuroVigil may make an exception for plant-based therapeutic firms that want access to clinical trials. According to the company, such firms compete in a crowded field full of exaggerated claims. Those claims come from rivals who skip regulatory approval. NeuroVigil also says they face predatory suppression tactics from some members of the pharmaceutical industry.
How the financing works
Members contribute intellectual property, lab or office space, grant support and clinical trial teams. They also offer legal and accounting help, capital, and access to marketing and clients. In return, they receive notes that convert into NeuroVigil’s Series B financing. The first note went to super angel Dr. Howard Morgan, the first seed investor in both NeuroVigil and Uber. Morgan also led NeuroVigil’s 2015 Series A at a pre-money valuation of half a billion dollars. That round drew 30 investors, including 4 super angels, 4 family offices, 4 VC funds and 1 strategic investor.
The company says this structure frees new startups from giving up equity to venture capital firms at their most vulnerable stage. VC firms and pharma companies cannot invest directly in the new companies or take board seats there. Even so, they may get limited access to deals through a dedicated investment vehicle, subject to a NeuroVigil veto.
Brad Chisum, co-founder and partner of Launch Factory, also received a Series B note. He earlier co-founded and led Lumedyne Technologies, a MEMS inertial sensor company that Google acquired. Chisum said he has known Dr. Low since NeuroVigil was founded in 2007. He was honored, he added, to help shake up healthcare and VC with preventive technologies that could lower healthcare costs.
One example is a new generation of iBrain personal brain monitors for senior care. NeuroVigil is building prototypes and plans clinical tests through partner facilities in San Diego and Wyoming. Both facilities belong to the conglomerate. These partners can be paid with long-term convertible notes. If NeuroVigil spins the product line off, it may then let these note holders convert all or part of their holdings. The conversion would be into the new company at seed valuations. Dr. Peter Salk, president of the Jonas Salk Legacy Foundation, praised the approach. He said it could advance neurobiology and preventive medicine in the spirit of Jonas Salk’s hope for an epidemic of health.
Law firm Wilson Sonsini Goodrich & Rosati has agreed to provide significant legal services to NeuroVigil. Its compensation is also a note convertible into the Series B. According to the release, this goes well beyond what the firm gave other successful Series A companies. The firm also plans to help set up 10 subsidiaries on request. Paul Kreutz, who founded the healthcare practice of DLA Piper in San Diego, has also joined the team. He said he was pleased to support new entrepreneurs who commercialize more uses of NeuroVigil’s brain analysis technology.
Who controls the network
Dr. Low is a Canadian citizen who lives in the United States on an Einstein green card. Still, he has not offered the Canadian government, or any other, a chance to invest in the conglomerate. The network is fully controlled by NeuroVigil. Dr. Low owns 89% of NeuroVigil, is its sole board director and created its patent portfolio and deal structure. According to the release, Canada has assured him it can relocate any associate worldwide within 10 business days.
Talks continue with another Canadian institution and with partners in the US, South America, Europe, the Middle East and elsewhere. Several US partners have already joined. To keep the network out of politics, though, their names will not be made public before January 21, 2021.
NeuroVigil builds non-invasive brain monitors and machine learning algorithms that look for signs of disease in people without symptoms. At the request of the late Stephen Hawking, it also works on reading intent in people who cannot otherwise communicate. The company entered the market in 2009 and has since won research contracts with major pharmaceutical firms.
