Inotiv, Inc.
NASDAQ: NOTV — Formerly Bioanalytical Systems, Inc. (BASi). Contract research organization and research-model supplier whose acquisition of Envigo triggered the largest Animal Welfare Act enforcement action in U.S. history.
Corporate History: BASi to Inotiv
Bioanalytical Systems, Inc. was incorporated in Indiana in 1974 and began operating in 1975 as an analytical-chemistry services company. After a 2000 IPO, the firm spent nearly two decades as a small-cap CRO focused on pharmaceutical bioanalysis.
In November 2019 the company rebranded its CRO services business as “Inotiv,” signaling a pivot toward aggressive growth through acquisitions. The formal corporate name change to Inotiv, Inc. followed on March 18, 2021, when articles and bylaws were amended. Headquarters remained in West Lafayette, Indiana.
Inotiv operates two reportable segments: Discovery and Safety Assessment (DSA), which provides nonclinical testing services, and Research Models and Services (RMS), which supplies research-quality animals, diets, bedding, enrichment products, and contract breeding / colony management. The RMS segment continues to operate under the Envigo brand.
The Acquisition Spree (2019–2022)
Between May 2019 and April 2022, Inotiv executed at least 12 acquisitions totaling an estimated $850–$900 million in aggregate consideration. The roll-up was financed through refinanced bank debt, $140M in 3.25% Convertible Senior Notes due 2027 (issued to fund the Envigo cash purchase price), equity issuances, and seller notes.
| Date | Target | Consideration |
|---|---|---|
| May 2019 | Smithers Avanza Toxicology Services | $2.6M |
| Dec 2019 | Pre-Clinical Research Services | $8.4M |
| Apr 2021 | HistoTox Labs | $22.4M |
| May 2021 | Bolder BioPATH | ~$53.5M |
| Jul 2021 | BioReliance Corp. | $175K + royalty |
| Aug 2021 | Gateway Pharmacology Labs | ~$2.9M |
| Oct 2021 | Plato BioPharma | ~$14.8M |
| Nov 2021 | Envigo RMS Holding Corp. | ~$271M cash + 9.04M shares |
| Dec 2021 | Robinson Services | ~$6.1M |
| Jan 2022 | Integrated Laboratory Systems | ~$53.5M |
| Jan 2022 | Orient BioResource Center | ~$49.3M |
| Apr 2022 | Histion LLC | ~$1.7M |
The Envigo deal dominated the total. A post-close quarterly filing values merger consideration at $217.8M cash + 8.25M shares valued at $439.6M (using the Nov 5, 2021 opening price), implying an accounting purchase price of roughly $657M.
The Envigo Catastrophe
The crown jewel of the roll-up became its worst liability. Through the Envigo merger, Inotiv acquired a canine breeding facility in Cumberland County, Virginia that supplied beagles for medical and scientific research. The facility would become the site of the largest Animal Welfare Act enforcement action in U.S. history.
Conditions at Cumberland
USDA APHIS cited Envigo for inadequate flooring “at every inspection conducted between July 2021 and May 2022” — a period spanning both pre- and post-acquisition windows. The repeated, sustained nature of the citations indicates systemic neglect rather than isolated incidents.
In May 2022 a federal search warrant was executed at the facility. A subsequent civil action limited dog transport absent compliance. Inotiv agreed to close the facility and allow approximately 4,000 beagles to be rehomed. Operations ceased in September 2022, and the property was sold in June 2024.
Financial Distress
Revenue Trajectory
| Fiscal Year | Total Revenue | Net Loss |
|---|---|---|
| FY2019 | $43.6M | — |
| FY2020 | $60.5M | — |
| FY2021 | $89.6M | — |
| FY2022 | $547.7M | — |
| FY2023 | $495.9M | ($104.9M) |
| FY2024 | $490.7M | ($108.9M) |
| FY2025 | $513.0M | ($68.6M) |
Balance Sheet & Going Concern
At September 30, 2025, total debt stood at $402.1M against equity of $136M — a roughly 3:1 debt-to-equity ratio. The debt stack includes a senior secured credit agreement (term loan, delayed-draw term loans, revolver) maturing November 5, 2026, $140M in 3.25% Convertible Senior Notes due 2027, and second-lien notes.
Stock Collapse & Delisting Risk
Inotiv's share price peaked near $53 in November 2021 around the Envigo deal close. By December 2024, shares were at $5.95. As of March 2026, NOTV trades around $0.33 — a decline of more than 99% from peak.
Shares outstanding grew from 26.0M to 34.4M in FY2025 alone (6.9M new shares issued), diluting existing shareholders while the price collapsed.
Litigation & Regulatory Proceedings
Securities Class Action
Grobler v. Inotiv, Inc. — N.D. Ind., Case No. 4:22-cv-00045 (filed Jun 2022)
Alleged misstatements / omissions regarding the Envigo acquisition and regulatory compliance; later amended to add NHP-related claims. Oklahoma Police Pension and Retirement System appointed lead plaintiff (Sep 2022). Motion to dismiss denied in part (Mar 2024). Settled for $8.75 million (court approval scheduled Jan 2026).
Derivative Actions
Grobler v. Robert W. Leasure, et al. — Case No. 4:22-cv-00064 + state actions
Federal and state derivative suits naming officers and directors. Consolidated state actions stayed pending securities class-action resolution. Proposed derivative settlement reached in principle September 2025, subject to court approval.
SEC NHP / FCPA Inquiry
In May 2023, the SEC sent a voluntary information request covering Dec 2017 to present regarding non-human primate importation from Asia by Inotiv, Envigo Global Services, and OBRC, including FCPA compliance. A formal investigation order followed in January 2024. The inquiry was closed in June 2025 without an enforcement recommendation.
Cambodian NHP Supply-Chain Exposure
In November 2022, the S.D. Florida U.S. Attorney's Office criminally charged employees of Inotiv's then-principal NHP supplier and two Cambodian government officials for primate smuggling. Inotiv's filings state the company refrained from selling or delivering its Cambodian NHPs held in the U.S. at that time. Inotiv has not admitted participation; however, the exposure contributed to NHP supply disruptions and investor uncertainty.
Other Disclosed Actions
- Envigo wage-and-hour class action (California, filed Jun 2021) — PAGA matter; settlement MOU signed Jun 2023 for $795K, agreement executed Aug 2024 subject to court approval.
- Cybersecurity incident class actions (2025) — Multiple putative class actions consolidated under In re: Inotiv, Inc. Data Incident Litigation, Case No. 4:25-CV-46-PPS-JEM (Oct 2025).
Key People
Post-Cumberland: What Remains
As of September 2025, Inotiv operates across 22 sites and 34 owned/leased facilities (“predominantly vivariums and labs”) in four countries. The RMS segment continues to operate the Envigo brand for research-model supply, including diets, bedding, enrichment, bioproducts, and contract breeding / colony management services.
One unnamed customer accounted for 16.6% of FY2025 gross revenue (down from 25.5% in FY2024). The customer's identity is not disclosed in SEC filings.
- Whether other Inotiv facilities currently house dogs or conduct dog studies after Cumberland's closure
- Post-Cumberland beagle sourcing — no external vendor disclosures (e.g., Marshall BioResources) appear in SEC filings
- Volume and location of canine studies within the DSA segment
- What specific welfare deficiencies were identified in pre-acquisition due diligence of Envigo
- Identity of the 16.6% revenue customer
Consolidated Timeline
Sources
All factual claims on this page are drawn from primary government and corporate filings. Source references below link to the underlying documents.