Features

Nancy El Sayegh – CellCarta

CellCarta legal leader helps keep company growth on the ‘biomark’

On occasion, Nancy El Sayegh has needed someone at Montreal-based CellCarta to explain how biomarkers work. The molecules can show the presence of a disease or medical condition.  

“I’m surrounded by people who are 10 times smarter than me,” she says about serving as the global contract research organization’s vice president of legal affairs, general counsel and corporate secretary. 

However, El Sayegh and her team of three also spend time explaining things in return as they manage legal affairs and compliance at CellCarta.  

Nancy El Sayegh | Vice President of Legal Affairs, General Counsel and Corporate Secretary | CellCarta 

Nancy El Sayegh | Vice President of Legal Affairs, General Counsel and Corporate Secretary | CellCarta

That includes helping with compliance on privacy matters for the services the company provides for clients, identifying any potential red flags as it considers acquisition targets and protecting its intellectual property portfolio. It also includes structuring customer contracts and service agreements so each party is adequately covered in terms of intellectual property, financial terms and indemnification provisions. 

El Sayegh joined CellCarta in 2019, shortly after its formation by Arsenal Capital Partners, and was tasked with building its legal department, policies and processes. She’s since supported the company’s growth inorganically in its many acquisitions and platform expansions, as well as organically via contracting with biopharma companies looking for a partner to address their complex scientific testing needs. 

“CellCarta does a lot of very important work to advance precision medicine,” El Sayegh says. “I couldn’t imagine my practice without embracing law with a lot of business in it, and I enjoy helping make us a one-stop-shop to further the limitless potential of precision medicine.” 

A one-stop shop 

CellCarta was founded as the result of Arsenal Capital’s acquisition and fusion of Caprion Biosciences and HistoGeneX to create a contract research organization and laboratory providing customized biomarker testing for customers around the world. Those tests include ones for finding biomarkers in immune monitoring, the monitoring of immune responses, histopathology, the study of diseased cells and tissues; proteomics, the large-scale study of proteins; as well as genomic sample analysis. 

CellCarta currently has 11 offices and facilities located in Canada, the U.S., Belgium, Australia and China. Since its founding, the company’s acquisitions have included Clinical Logistics, Mosaic Laboratories and Biogazelle, which have all supported a greater range of clinical trial services for CellCarta’s growing customer base, El Sayegh says.  

In 2021, CellCarta acquired San Diego-based Reveal Biosciences, a computational pathology company offering cutting-edge AI-based quantitative pathology and immunohistochemistry services. In 2022, it acquired commercial rights to next-gen antibody panels and assays from Precision Assays, a spin-off from Fred Hutchinson Cancer Center. 

By the time of the latter acquisitions, El Sayegh was also building a legal team that currently includes attorneys Sunny Yang and Gregory Morrison, and legal analyst Richard Manker.  

El Sayegh says the legal team may get involved in M&A from the moment executives target a company for acquisition, beginning with document reviews about the targeting company’s finances, corporate structure and compliance record. The legal team is also supported by outside counsel, including from the firm of Kirkland & Ellis, which El Sayegh says provides invaluable insight and expertise in due diligence as well as in preparing purchase documents. 

“The attorneys at K&E have a very sharp business acumen and legal sense and think like true partners,” she says. 

Being gatekeepers 

El Sayegh and her team help integrate CellCarta’s acquisitions, which includes working with HR on drafting documents such as employment and non-disclosure agreements. 

However, she says compliance and protecting CellCarta’s interests in contracting and its IP as they reach new testing agreements is crucial. The testing services the company provides give it access to medical information. It can be anonymized or pseudonymized, but the data is subject to a variety of laws around the world, including the European Union’s General Data Protection Regulations as well as Canada’s Personal Information Protection and Electronic Documents Act and provincial regulations.  

El Sayegh and her team work with Todd Chermak, the chief regulatory and government affairs officer, on cybersecurity as well as establishing the integrity of test data. Close attention is paid to the transfer of data to another jurisdiction, she says.  

Building her legal team was challenged additionally by the COVID-19 pandemic as her team works remotely. El Sayegh says she needed people to help handle the workload as the company grew organically and by M&A, but the legal practice areas and compliance require a broad range of expertise she needs to help them develop. 

“I’m kind of a head down person when I work, so I need to be sensitive to the needs and priorities of others,” El Sayegh says. “But I also like to keep it fun. I would be at a loss without my team.” 

‘Mind-blowing passion’ 

El Sayegh earned her bachelor’s degree in business, marketing and entrepreneurship from McGill University in Montreal in 2004, but says she wasn’t excited by the available employment opportunities presented to her as she was graduating. 

So, she opted for law school, earning her law degree from Université de Montréal in 2007. After graduating, she began working in private practice at the firm Borden Ladner Gervais LLP. Her work included complex litigation, including the defense of a tobacco company facing a class action in Quebec. 

In March 2016, El Sayegh joined Pharmascience, a Quebec-based generic drug manufacturer, as legal counsel for business and corporate development. In July 2017, she was promoted to senior legal counsel, a position she held until joining CellCarta in September 2019. 

“We’re lucky to have support from our parent company as advisers in our day-to-day operations as well as in finance and M&A,” El Sayegh says. “We also have a highly distinguished scientific advisory board thanks to Arsenal’s impressive Rolodex. The passion and breadth of knowledge at CellCarta is mind-blowing, and that’s what attracts people to us.” 

View this feature in the Vanguard Fall I 2023 Edition here.

Published on: August 24, 2023

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