Life sciences companies continue to cope with a highly regulated and changing landscape, yet they remain poised for growth. To identify new opportunities and navigate this environment requires counsel with knowledge of the life sciences industry and deep corporate transactions experience.
Our life sciences transactions attorneys have broad corporate capabilities and represent clients of all sizes, from start-ups to Fortune 100 companies, including public, privately held, venture-backed, and private equity-owned companies. We handle every aspect of their deals, from due diligence to negotiating and structuring transactions.
As a result of our broad industry experience, we know what is considered “market” for key contract provisions, and we can help our clients successfully structure and close deals. And our representation does not end when the deal is closed. We draft sophisticated licensing and collaboration agreements, as well as simpler distribution and supply contracts. We counsel our clients through disputes and know how the contracts we negotiate can protect them.
How We Can Help
Mergers & Acquisitions, Private Equity, and Venture Capital
We represent clients, on both the buy and the sell side, in M&A transactions in the life sciences industry. Our attorneys are skilled and experienced in handling complex acquisitions with an eye towards issues specific to a life sciences business. For example, with regards to the pharmaceutical industry, we understand supply chain issues that arise during due diligence as well as accounting for returns and chargebacks during the post-closing period.
In addition to our representation of life sciences companies, we represent venture capital and private equity funds and other investors in structuring and implementing sophisticated financing transactions with life sciences companies (and vice versa). We understand that start-up companies in the life sciences industry often face specific challenges, such as longer funding cycles. Leveraging strong relationships with financing sources and investment banks, we can make introductions and facilitate business relationships between and among our investor and private equity clients and operating companies.
Our M&A attorneys bring in team members with experience in securities, tax, healthcare regulatory, real estate, intellectual property, international trade, employment, and environmental law as needed to provide full, seamless service to our life sciences clients.
- In-licensing transactions
- Finished product and API manufacturing and supply agreements
- Data use agreements
- Clinical research agreements, including arrangements with clinical research organizations (“CROs”)
- Distribution agreements
- Development agreements
We advise issuers, underwriters, placement agents, and venture funds in public and private securities offerings by life sciences companies. We assist with offerings of equity, debt, and asset-backed securities, including initial public offerings, follow-on and secondary offerings, 144A transactions, other private placements and tender offers.
We also advise clients on securities compliance and regulatory matters, including:
- Corporate governance matters
- Review and preparation of social media policies
- Compliance with SEC regulations
- Equity plans, executive employment agreements, and compensation matters
- Investment Company Act regulatory matters
- Registration, regulation, and governance of investment advisers
We represent senior and subordinate lenders, including mezzanine and second lien lenders, as well as our corporate clients, in structuring, negotiating, and documenting all types of complex financing transactions. Our team includes financial services attorneys who represent some of the nation’s leading players in lending, leasing, and specialty finance.
What Sets Us Apart
- We add value for our clients by leveraging relationships within the life sciences and financial industries, as well as the government, to facilitate key introductions that create business opportunities and solve problems.
- Our life sciences industry team is bolstered by a deep bench of recognized intellectual property leaders with significant experience in acquiring, defending, enforcing, and invalidating medical device and pharmaceutical patents.
- We have achieved numerous wins in high-profile life science disputes and have extensive trial and appellate experience in federal and state courts across the country.
- We advise on compliance strategies with respect to global data protection laws and the processing of human biological samples, including transparency initiatives in clinical research.