Mergers & Acquisitions
- Represented global biopharmaceutical company Alexion Pharmaceuticals (Nasdaq: ALXN) in its acquisition of clinical-stage biopharmaceutical company Achillion Pharmaceuticals (Nasdaq: ACHN) worth up to $1.2 billion.
- Represented Galen Partners in its acquisition of Evolve Treatment Centers, a behavioral health services provider.
- Represented global biotechnology company Thermo Fisher Scientific (NYSE: TMO) in its acquisition of Brammer Bio for $1.7 billion in cash.
- Represented U.S.-based OMNI Orthopaedics, a pioneer in robotic-assisted total knee replacement, in its acquisition by Corin USA Limited, an affiliate of U.K. international orthopedic company the Corin Group, which is backed by the private equity firm Permira.
- Represented Organogenesis, a leading regenerative medicine company focused on the development, manufacture and commercialization of product solutions for the advanced wound care, surgical and sports medicine markets, in its merger with Avista Healthcare Public Acquisition Corp. (Nasdaq: AHPA).
- Represented Alexion Pharmaceuticals (Nasdaq: ALXN) in its $1.2 billion acquisition of clinical-stage biotechnology company Syntimmune, Inc.
- Represented Thermo Fisher Scientific (NYSE: TMO) in its $477 million acquisition of Becton, Dickinson and Company’s Advanced Bioprocessing business.
- Advised AurKa Pharma, a company established by TVM Capital Life Science to develop an oncology compound with the potential to treat certain types of solid tumors, in a sale worth up to $575 million to Eli Lilly and Company (NYSE: LLY).
- Represented CutisPharma, a specialty pharmaceutical company that develops and commercializes compounding kits that help patients who are unable to swallow conventional oral dosage forms such as tablets and capsules and recently launched FDA-approved drug Firvanq, in its sale to NovaQuest Capital Management.
- Represented leading healthcare data analytics company Inovalon Holdings (Nasdaq: INOV) in its $1.2 billion acquisition of ABILITY Network, a cloud-based software-as-a-service healthcare technology company.
- Represented Good Start Genetics, a privately held molecular diagnostics company focused on preimplantation and carrier screening, in a definitive merger agreement with genetic information company Invitae Corporation (NYSE: NVTA).
- Represented Immunetics, Inc., a diagnostics company focused on developing specialized tests for infectious diseases, in its sale to Oxford Immunotec Global PLC (Nasdaq:OXFD).
- Represented Alere Inc. (NYSE: ALR) on the $600 million sale of its Alere Health division to healthcare company Optum.
Securities & Corporate Finance
- Represented leading regenerative medicine company Organogenesis Holdings Inc. (Nasdaq: ORGO) in the closing of its underwritten public offering of 9,000,000 shares of Class A common stock worth approximately $45 million in gross proceeds.
- Represented AZTherapies, a clinical-stage biotech company working on therapies for Alzheimer’s disease and other neuroinflammatory diseases, in connection with its $37.5 million Series C financing.
- Represented venture capital firm CRV (Charles River Ventures) as lead investor in a $12.7 million Series A financing for Abacus Insights, an early-stage startup that wants to help coordinate healthcare information across systems.
- Represented Pear Therapeutics, a leader in prescription digital therapeutics, in its $64M Series C financing led by Temasek.
- Represented biotechnology company Entrada Therapeutics in a $59 million Series A financing co-led by 5AM Ventures and MPM Capital.
- Advised biotechnology company Morphic Therapeutic in its $80 million Series B financing led by Omega Funds and Novo Holdings, with participation from new investors, including Invus and EcoR1 Capital as well as Morphic’s Series A investors.
- Represented Arsanis, Inc., a clinical-stage biopharmaceutical company developing targeted monoclonal antibodies (mAbs) for pre-emptive and post-infection treatment of serious infectious diseases, in the closing of its $45.5 million Series D financing.
- Represented Ovia Health (formerly known as Ovuline), the leading women's healthcare technology company, in its $10 million Series A Financing to support future growth and expand its maternity benefits solution to employers and insurers nationwide.
- Represented ORIG3N, a leader in regenerative medicine and provider of pluripotent stem cell storage, in its recent round of financing in the amount of $3.1 million.
- Represented Zosano Pharma (Nasdaq: ZSAN) in its initial public offering of 4,500,000 shares of its common stock at a price of $11.00 per share.
- Advised lead investors Alopexx and Inventages (Nestlé’s venture capital arm) in $15.6 million Series D financing of emerging medical device company Cognoptix, targeting the early detection of Alzheimer's disease.
- Advised Applied Genetic Technologies Corporation (Nasdaq: AGTC), a Florida based gene therapy company, with its initial public offering (IPO) and subsequent follow on public offering of its common stock, which raised over $80 million.
- Represented Alere in its $1 billion+ senior bank financing to fund acquisitions and investments.
- Advised Arisaph in a $26.25 million transaction with Royalty Pharma to monetize anticipated future revenues from the commercialization of products.
- Advised Cellectar Biosciences (Nasdaq: CLRB, formerly known as Novelos Therapeutics, Inc.), a company developing therapeutics to treat cancer and hepatitis, in a $9 million private placement of common stock and warrants.
Licensing & Strategic Alliances
- Represented Bridge Biotherapeutics in a collaboration and license agreement in excess of €1.1 billion in upfront and milestone payments, plus royalties, with Boehringer Ingelheim to develop Bridge Biotherapeutics’ autotaxin inhibitor BBT-877 for idiopathic pulmonary fibrosis (IPF) and other fibrosing interstitial lung diseases.
- Represented Alexion Pharmaceuticals (Nasdaq: ALXN) in a $650+ million collaboration peptide deal with Zealand Pharma.
- Represented LegoChem Bio in a $400+ million multi-target research collaboration and license agreement with Takeda Pharmaceutical Company Limited.
- Represented LG Chem Life Sciences in a $900+ million multi-target, strategic collaboration with CUE Biopharma that provides LG Chem with the Asia rights to Cue Biopharma’s lead immuno-oncology CUE-101 program, and products in the two other CUE-102 and CUE-103 programs as well as a worldwide option for another antigen focused biologic.
- Represented Dicerna Pharmaceuticals (Nasdaq: DRNA) in three collaborations totaling over $4.5 billion in potential deal value and $250 million in upfront and equity investments: (i) global licensing and research collaboration with Eli Lilly focused on potential new medicines in the areas of cardio-metabolic disease, neurodegeneration and pain; (ii) collaboration with Alexion Pharmaceuticals to discover and develop RNA interference therapies for complement-mediated diseases; and (iii) research deal with Boehringer Ingelheim to discover and develop novel GalXC™ RNAi therapeutics for the treatment of chronic liver diseases, initially nonalcoholic steatohepatitis (NASH).
- Represented Korean pharmaceutical company Dong-A ST in its $525 million exclusive license agreement for the global development and commercialization of its investigational immuno-oncology drug Mer tyrosine kinase inhibitor (Mer TKI) with U.S. pharmaceutical company AbbVie Inc.
- Advised Calithera Biosciences (Nasdaq: CALA), a clinical-stage pharmaceutical company, as it entered into a worldwide license agreement with TransTech Pharma, granting Calithera exclusive rights to research, develop and commercialize TransTech's portfolio of hexokinase II inhibitors.
- Advised NextCODE Health in its sale of its wholly owned operating subsidiary, NextCODE Health Luxembourg, S.a.r.l. to WuXi Genomics, Inc.
- Advised Zosano Pharma (Nasdaq: ZSAN) in its exclusive licensing agreement with Eli Lilly and Company to develop ZP-PTH -- Zosano’s proprietary formulation of parathyroid hormone 1-34 (PTH) -- using Zosano’s microneedle patch system for the treatment of osteoporosis patients.
- Advised OliPass Corporation, a Korean biopharmaceutical company, in negotiating a worldwide collaboration agreement with Bristol-Myers Squibb Company (BMS) to develop antisense therapeutics against multiple targets using OliPass’s technology.
- Represented Metamark Genetics as it entered into a research, collaboration and license agreement with Janssen Biotech Inc. to develop and commercialize Metamark’s novel cancer therapeutic targets for up to $365 million in payments.
- Early stage development deals for emerging technology companies with partners such as AstraZeneca, GlaxoSmithKline, Medtronic, Merck, Novo Nordisk, Stryker and Sanofi.
- Represent numerous universities and research institutes including the California Institute of Technology (Caltech), Dana-Farber Cancer Institute, Harvard University, Johns Hopkins, Massachusetts General Hospital, Massachusetts Institute of Technology (MIT), Tufts, the University of California and the University of Massachusetts in obtaining worldwide patent protection for pioneering inventions in areas such as organic chemistry and small molecule drug and diagnostic development, molecular biology and biopharmaceutical drug and diagnostic development, chemical, electrical and mechanical engineering and medical devices and diagnostics.
- Prosecute intellectual property portfolios for emerging companies and large companies, including Augmanity Nano, BioCryst (Nasdaq: BCRX), Calithera Biosciences (Nasdaq: CALA), Karyopharm Therapeutics (Nasdaq: KPTI), La Jolla Pharmaceutical Company (Nasdaq: LJPC), Organogenesis (Nasdaq: ORGO), Tetraphase Pharmaceuticals (Nasdaq: TTPH), TScan Therapeutics and Verseau Therapeutics.
Intellectual Property Litigation
- Represented Dana-Farber Cancer Institute in a patent dispute concerning the inventorship of six patents issued to Ono Pharmaceutical Co., Ltd. and Dr. Tasuku Honjo of Kyoto University. Dana-Farber sought to add its scientist, Dr. Gordon Freeman, and former Genetics Institute scientist, Dr. Clive Wood, as co-inventors on a family of PD-1/PD-L1 cancer immunotherapy patents. After trial, we won a ruling ordering correction of all six patents and recognizing Dana-Farber’s co-ownership rights.
- Represented the University of Massachusetts Biologic Laboratories in dispute with MedImmune over royalty obligations under technology license agreement covering MedImmune's Synagis® drug for treatment of RSV. Obtained judgment after trial requiring MedImmune to continue paying royalties. Judgment affirmed on appeal.
- Represented Becton, Dickinson and Company (BD) in a patent infringement suit brought by Gen-Probe involving methods of automating nucleic acid diagnostic assays and related consumable products. Negotiated definitive settlement agreement pursuant to which BD is granted a license to make, use and sell products that were alleged to have infringed Gen-Probe patents.
- On the eve of trial against W.L. Gore on patent and trade-secret claims, obtained a general release of all claims, allowing GI Dynamics to retain exclusive ownership and control of core elements of its patent portfolio.
- We provide regulatory advice to top pharmaceutical, medical-device and biotechnology companies including Abbott, Amgen, AstraZeneca, Baxter, Eli Lilly, Genzyme, Genentech and Gilead.
- Assisted in the design and establishment of the first data registry in the Medicare Coverage with Evidence Development (CED) program, by advising a coalition of leading academic medical centers and medical device manufacturers.
- Successfully represented a coalition of molecular diagnostic companies to confirm assignment of diagnostic laboratory test payment to the Clinical Laboratory Fee Schedule through a Centers for Medicare & Medicaid Services (CMS) rulemaking process.
- Developed legal argument to help secure the first Medicare New Technology Add on Payment (NTAP) for an oral drug in the hospital inpatient payment system.