Life Sciences

IP Licensing

• Adhera Therapeutics (f/k/a Marina Biotech, Inc.), an emerging specialty pharmaceutical company that commercializes and delivers effective, patient-centric treatment in chronic care, in:
  • its $90 million licensing agreement for Marina's SMARTICLES platform, for the delivery of nanoparticles, including small molecules, peptides, proteins, and biologics;
  • the execution of a development, supply, and commercialization license agreement with Hongene Biotechnology Limited, a China-based biotechnology company;
  • the licensing agreement with Tekmira Pharmaceuticals Corporation with respect to a worldwide, non-exclusive license to Adhera Therapeutics’ unlocked nucleobase analog technology for the development of RNA interference therapeutics; and
  • the sale of patent rights and technology related to Carbetocin to Cypress Bioscience, Inc.
• Nirenberg Neuroscience LLC (“Nirenberg”), an artificial intelligence company, in a licensing agreement with Ford Motor Co. to apply its groundbreaking “new machine vision technology” to the automaker’s forthcoming self-driving car.
• A leading biotechnology company in connection with multiple technology licensing agreements.
• Appia Pharmaceuticals LLC in the negotiation of its exclusive license of rights under certain patents owned by a top-tier university to develop and commercialize certain patented compounds for all indications.
• Bionic Sight LLC, a start-up company commercializing prosthetic devices that utilize neural coding technology, in intellectual property transactional matters and negotiating an exclusive royalty-bearing license to patents owned by The Massachusetts Institute of Technology.
• CytoDel, Inc., an early stage biopharmaceutical company, in connection with intellectual property protection and negotiating licensing agreements.
• In Vivo Analytics, Inc., an optical imaging innovation company focused on bioluminescent tomographic imaging, as outside counsel in the negotiation of an exclusive license of certain patents from a well-known research university in the Northeast.
• PainQx, Inc., a neural pain evaluation diagnostic/software company, in the exclusive rights to certain patents and other intellectual property underlying the company’s technology.
• Tarnhelm Therapeutics, Inc., a virtual company based in Bryn Mawr, Pennsylvania, developing biologics for diabetic retinopathy and idiopathic pulmonary fibrosis, in a license from a top-10 research institution and negotiating an option and license agreement with a major pharma company as well as in negotiating a co-development agreement with a privately held biotech company.
• A Korean company in the negotiation of a transaction with DuPont USA, a global science company, providing for the joint development and marketing of new technology and the subsequent licensing of related patents + trade secrets.
• A Latin American healthcare trade association in the formation and incorporation of their U.S. division, and in providing international trademark counseling.
• Dadi, a men’s health and fertility company, in serving as outside general counsel for all legal matters from the company’s inception through its acquisition by American telehealth company Ro, including its formation, capital raising, commercial, trademark, and patent work.
• Entities selling products in securing 24 permanent injunctions in separate litigations that were confusingly similar to and diluted the value of Pfizer’s famous Viagra® brand.
• Thousands of licensees and licensors in negotiating agreements governing access and use of single application software and broad-based platforms (e.g., CRM, POS, etc.) in the retail, healthcare, banking, entertainment, industrial, telecoms, and other industries.

Mergers + Acquisitions

• Adhera Therapeutics (f/k/a Marina Biotech, Inc.), an emerging specialty pharmaceutical company that commercializes and delivers effective, patient-centric treatment in chronic care, in the acquisition of Prestalia®, a drug for the treatment of hypertension, from Symplmed Pharmaceuticals LLC, and in connection with its mergers with each of Cequent Pharmaceuticals, Inc. and IthenaPharma, Inc.
• Consumer Testing Laboratories, Inc. (CTL), a privately-held consumer products company, in its sale to UL, a premier global independent safety science company. We also assisted with related tax and employee benefits matters.
• KBL Merger Corp. IV in connection with its $120 million acquisition of 180 Life Sciences Corp., a medical pharmaceutical company focused upon unmet medical needs in the areas of inflammatory diseases, fibrosis, and chronic pain.
• Wolters Kluwer N.V., a leading multinational publisher and information services company, in the acquisitions of:
  • ProVation Medical Inc., a provider of medical documentation, coding and workflow solutions to hospitals and ambulatory surgery centers in the U.S.
  • a publicly-held NDC Health Information Services, a leading provider of pharmaceutical data and business intelligence products, and subsequent third-party acquisition of an unrelated balance of the company’s operations.
  • Sage Software's CPA software business, a supplier of practice management, accounting and document storage software for the accounting profession.
• Xuanzhu (HK) Biopharmaceutical Limited, a subsidiary of Sihuan Pharmaceutical Holdings Group Ltd. (HKEX: 0460), in its full rights and intellectual property acquisition in Greater China of Plazomicin, an antibiotic approved by the U.S. Food and Drug Administration for the treatment of complicated urinary tract infections.

Securities + Corporate Finance

• CytoDel, Inc., an early stage biopharmaceutical company, in its entity formation, securing seed capital, and a private placement of Series A Convertible Preferred Stock, led by a leading private equity fund that invests in significant scientific discoveries.
• Adhera Therapeutics (f/k/a Marina Biotech, Inc.), an emerging specialty pharmaceutical company that commercializes and delivers effective, patient-centric treatment in chronic care, in connection with numerous public offerings of equity and debt securities for total gross proceeds of approximately $90 million (including shelf takedowns and underwritten offerings), several PIPE transactions involving convertible preferred stock, convertible notes and/or warrants for approximately $30 million, and the establishment of a $15 million committed equity financing facility, as well as representation in connection with SEC reporting obligations.
• Greenlane Holdings Inc. (NASDAQ:  GNLN), a leading distributor of premium vaporization products and consumption accessories, in their initial public offering which raised $102 million. The IPO is the first of its kind for a U.S. company trading on a major exchange.
• Javelin Pharmaceuticals, Inc., a clinical stage specialty pharmaceutical company, in connection with several underwritten and registered direct offerings for aggregate gross proceeds of approximately $75 million, as well as representation in connection with SEC reporting obligations.
• Soleus Capital, a healthcare investment firm primarily focused on the innovative areas of life sciences, in various securities and corporate finance matters, including:
  • as the lead investor in a $64M Series D financing of Galecto, Inc., which included a notable group of leading investment firms from the life sciences sector;
  • a $275 million committed equity financing (PIPE) to partly finance the $1.4 billion acquisition of ArcherDX, a life sciences company engaged in development of cutting edge cancer diagnostics, by Invitae Corporation, a leading genetics company;
  • its Series B preferred stock investment in Obsidian Therapeutics, Inc., a biotechnology company pioneering engineered cell and gene therapies to deliver transformative outcomes for patients with intractable diseases;
  • its Series B preferred stock investment and subsequent IPO of Werewolf Therapeutics, Inc., an oncology biotherapeutics company developing next-generation, transformative cancer therapeutics;
  • its Series B preferred stock investment and subsequent IPO in NeuroPace, Inc., a leader in the design, development, manufacture, and marketing of brain-computer interface technologies, including implantable devices for the treatment of neurological disorders with responsive stimulation;
  • its Series B preferred stock investment in TwinStrand Biosciences, Inc., a developer of leading genetic sequencing technology that allows the identification of rare genetic variants that are undetectable by standard sequencing methods;
  • its Series B preferred stock investment, common investment, and subsequent IPO and Common Stock investments (via founders pre-IPO secondary sales) in COMPASS Pathways plc, a UK-based mental health care company focused on the development of therapeutics for treatment-resistant depression;
  • its Series B preferred stock investment in Parse Biosciences, Inc., a company providing researchers with a pioneering approach for single-cell sequencing solutions;
  • a $100 million Series B preferred stock financing, and as co-investor in a Series B-1 preferred stock follow-on financing, by Antios Therapeutics, Inc., a biopharmaceutical company focused on the development of innovative therapies to treat and cure viral diseases;
  • its Series B preferred stock investment, Series C preferred stock follow-on investment, and Series D preferred stock follow-on investment in Freenome Holdings, Inc., a biotechnology company that has pioneered a comprehensive multiomics platform for early cancer detection through a routine blood draw;
  • its Series B-1 preferred stock investment in Orchestra BioMed, Inc., a biomedical innovation company providing high-impact solutions for large unmet needs in procedure-based medicine;
  • its Series B-2 preferred stock investment in Beta Bionics, Inc., a medical technology company developing and aiming to commercialize the world’s first fully automated bionic pancreas, including the establishment of an SPAV to additionally invest in shares offered in the Series B-2 financing;
  • its Series C preferred share investment in Artios Pharma Limited, a leading UK-based DNA Damage Response (DDR) company exploiting a broad DDR-based platform and small molecule drug discovery capabilities to develop a diverse pipeline of product candidates for the treatment of cancer;
  • its Series C preferred stock investment in Arcellx, Inc., a clinical-stage biopharmaceutical company developing novel, adaptive, and controllable cell therapies for the treatment of patients with cancer and autoimmune diseases;
  • its convertible debt investment in Dialectic Therapeutics, Inc., a pre-clinical biotechnology company dedicated to the development of unique, impactful anti-cancer drugs;
  • its Series C preferred stock investment in Q’Apel Medical, Inc., an innovative neurovascular company specializing in developing and commercializing novel access device technology for vascular interventions;
  • its Series C preferred stock investment, PIPE investment, and subsequent IPO in ArcherDX, Inc., a molecular diagnostics company with a robust technology platform for genetic mutation detection by next-generation sequencing, which was then sold to Invitae Corporation for $1.4 billion;
  • its Series C preferred stock investment in Mission Bio, Inc., a pioneer in high-throughput single-cell multi-omics and DNA analysis;
  • its Series C preferred stock investment and subsequent IPO of Lyra Therapeutics, Inc., a clinical-stage therapeutics company focused on the development and commercialization of novel integrated drug and delivery solutions for the localized treatment of patients with ear, nose, and throat diseases;
  • its Series C preferred stock investment and the subsequent IPO of IO Biotech ApS, a Denmark-based clinical stage biotech company developing disruptive immune therapies for the treatment of cancer;
  • its Series C preferred stock investment and subsequent IPO in Xilio Therapeutics, Inc., a developer of proprietary technology to create a new class of ultra-potent immunotherapies that are activated selectively within the tumor;
  • its Series C preferred stock investment and subsequent $1.25 billion merger with SomaLogic, Inc., a global leader in proteomic discovery and applications, through a newly formed SPAC formed by Casdin Capital and Corvex Management;
  • its Series C, Series C-1  “top up” investment, and subsequent IPO of DiCE Therapeutics, Inc. (f/k/a DiCE Molecules Holdings, LLC), a designer and developer of innovative therapies in immunology for patients with debilitating diseases, including oral alternatives to medicines currently limited to injectable forms;
  • as lead investor in a $35 million second tranche (non-strategic) Series C preferred stock and pre-merger PIPE investment in Inivata Limited, a UK-based leader in liquid biopsy. We also assisted Soleus in connection with all matters relating to Inivata’s sale to NeoGenomics.
  • its Series D preferred stock investment in Swift Health Systems, Inc., makers of INBRACE®, an innovative, aesthetically appealing orthodontic solution involving invisible braces;
  • its Series D preferred stock investment in GenapSys, Inc., a developer of the world’s first highly accurate direct electronic gene sequencing technology through a system that leverages a proprietary electrical microfluidic sequencing chip with a scalable number of detectors;
  • as co-lead investor in $60 million Series D preferred stock financing by NotalVision, Inc., an Israeli-based ophthalmic home monitoring services provider focused on early disease detection and treatment monitoring; and
  • a $72.5 million Series D preferred stock investment, PIPE financing, and subsequent IPO of BioAtla, Inc., a global clinical-stage biotechnology company focused on the development of Conditionally Active Biologic (CAB) antibody therapeutics, through the establishment of an SPAV.