Representative Matters

Preferred Equity Financings

  • $600 million commitment by Oaktree Capital Management for preferred equity investment to fund the acquisition of Barnett Shale assets in Texas from Devon Energy Corporation (NYSE: DVN) in December 2020. Read More
  • Buy-side representation of a French private equity fund owned by the Descours family on the acquisition of a wine distribution business based in Napa Valley in July 2020. Read More
  • Equity joint ventures to finance the acquisition of a real estate projects, including:
    • $61.4 million in financing for the acquisition of the Muir Lake Apartments near Austin
    • $38.45 million in acquisition financing for multi-housing community near Austin
    • A multifamily project in Nashville financed by the Pinnacle Opportunity Zone Fund
  • Counsel to WorkFusion, an intelligent automation company, on its $35 million Series D financing; $50 million Series E financing; and $60 million Series E financing in rounds led by growth equity firms led by Hawk Equity, Declaration Partners, Georgian Partners, iNovia Capital, Mohr Davidow Ventures, NGP, Greycroft and RTP Ventures.

Tender Offers

  • $60 million preferred stock funding and partial liquidity tender offer in May 2021. Read More. Additional article.
  • $220 million preferred stock funding and partial liquidity tender offer in March 2021. Read More

SPAC

  • Counsel to Jet Token Inc., a private aviation booking and membership platform, on its proposed merger into Oxbridge Acquisition Corp. (NASDAQ: OXAC), a publicly traded special purpose acquisition company (SPAC). Read More

M&A

  • Sell-side counsel to Ruppert Landscape on the sale to Knox Lane, a growth-oriented investment firm, for an undisclosed amount in December 2022. Read More
  • Sell-side counsel to Perspecta on the sale to 5th Century Partners, a growth-oriented investment firm, for an undisclosed amount in January 2023.
  • Sell-side counsel to Marketeching Solutions, a leading research and social listening company, to W2O Group and its private equity sponsor Mountaingate Capital in November 2016. Price not disclosed.  Read More
  • Sell-side counsel to Red Nucleus on its sale to private equity firm Renovus Capital in October 2016. Price not disclosed. Read More
  • Sell-side counsel to konciergeMD, a SaaS company, on its sale to Accolade in April 2014. Read More
  • Sell-side counsel to the owner of a construction management services business to the logistics industry on the sale to a private equity fund.
  • Buy-side counsel to a UK fund on the acquisition of a music catalog and copyright company in the U.S., including cuts on hits by the likes of Shawn Mendes, Panic! At The Disco and One Direction, in September 2020. Read More
  • Sell-side counsel to the founders of a mobile robotics startup that accelerates the development of human-like situational awareness for self-driving industrial vehicles in October 2020.  Read more
  • Sell-side counsel to a tech-enabled home improvement company called Kraus USA on the sale to Delta Faucet Co. in December 2020.  Read More
  • Sell-side counsel to Dreamline on the leveraged recapitalization by Morgenthaler Private Equity in July 2017. Price not disclosed.  Read More
  • Buy-side counsel to PetVet backed by KKR on its acquisition of dozens of veterinary clinics across the U.S. Read more
  • Sell-side counsel to Telex Metals to Kymera backed by Palladium Equity Partners. Read More
  • Sell-side counsel to Harleysville Group Inc. (NASDAQ:HGIC) on its sale to Nationwide Mutual Insurance Company for $834 million cash.  This transaction closed May 1, 2012. Read More
  • Sell-side counsel to Drexel Metals, a leading supplier of equipment, materials and technical support for the metal roofing industry, on its February 2011 sale and recapitalization to Arborview Capital. 
  • Sell-side counsel to Global Security Glazing, one of North America's largest security glass and safety glass manufacturers, on its sale to the private equity fund Grey Mountain Partners in October 2011. 
  • Sell-side counsel to Rock-It Cargo, one of the largest specialty forwarders focused on the entertainment and arts field, on its sale of a majority stake to private equity firm Calera Capital in 2010. 
  • Sell-side counsel to Davis & Warshow, Inc., metro New York's leading residential and commercial plumbing supplier, on its sale to Ferguson Enterprises, Inc. Read More
  • Sell-side counsel to Torresdale-Frankford Country Club on its sale to the Union League of Philadelphia in a transaction that brings together two nonprofit companies each more than 100 years old.  This transaction closed July 1, 2014.
  • Buy-side counsel to QuantumClean, a leading provider of cleaning technology to the semiconductor industry, on its acquisition of the Metron CPS business from Applied Materials, Inc. (Nasdaq: AMAT) in May 2011. QuantumClean partnered with Argosy Private Equity, Spring Capital and NewSpring Capital to finance the acquisition with a combination of equity and mezzanine debt. 

Commercial Space

  • Joint Venture between XO Markets aka Nanoracks and Voyager Space Holdings to build the Starlab commercial space station, including $160 million contract from NASA. Read More
  • Counsel to Nanoracks on a partnering transaction with Boeing to build and install the first commercial airlock module on the International Space Station in December 2022. Price not disclosed. Read More

Life Science

  • Counsel to Verismo, a cell therapy company spun out of the University of Pennsylvania. $26 million equity financing by Korea's HLB Pharmaceutical Co. Ltd. Co-development and licensing transactions with the University of Pennsylvania. Read More
  • Counsel to the Founders of Penn spinout Capstan Therapeutics, which has raised $165 million to develop a new type of CAR-T therapy that incorporates mRNA, in September 2022. Read More
  • Counsel to the Founders of Tmunity Therapeutics on the sale to Gilead, which is developing next-generation CAR T-therapies and technologies, in December 2022. Read More
  • Counsel to Humanwell Healthcare Group Co Ltd based in Wuhan, China and traded on the Shanghai stock exchange on the acquisition of Epic Pharma, which includes:
    • $500 million operating company with 15 marketed generic products consisting of tablets, two-piece capsules and powder dosage form products, as well as a pipeline of 37 products that included controlled drug substances
    • $50 million real estate acquisition of the FDA and U.S. Drug Enforcement Agency-inspected Good Manufacturing Practice (GMP) manufacturing site, a 110,000-square-foot facility in Laurelton, NY  Read More
    • Other transactions include in-license of an abuse-deterrent opioid product and acquisition of a pain management product
  • Counsel to Clinigen Group plc, a specialty global pharmaceutical company traded on the AIM exchange in London:
    • Acquisition of Idis Group Holdings on April 24, 2015 for $340 million
    • Acquisition of Foscavir® from Hospira
    • U.S. counsel to UK-based Clinigen Group plc (AIM: CLIN), the specialty global pharmaceutical company, on the acquisition of Idis Group Holdings on 24 April 2015 for $340 million.
    • U.S. counsel to UK-based Clinigen on its £135 million initial public offering (IPO), admitted to AIM in 2012. The float marks the first IPO of a UK pharmaceutical company since July 2007. The placing raised £50 million from institutional investors. Read More
    • Counsel to Clinigen Healthcare on the acquisition of Ethyol®(amifostine) from AstraZeneca in 2014. Read More
  • Outside general counsel to i3 Pharmaceuticals on many matters, including:
    • Venture capital raises of more than $75 million
    • Acquisition of a manufacturing facility in Pennsylvania
  • Outside general counsel to Douglas Pharmaceuticals (New Zealand), which partners with pharmaceutical companies to research and develop, manufacture, market and distribute prescription and over-the-counter pharmaceutical, nutraceutical and consumer health care products.
  • Board member of the Hepatitis B Foundation, a national nonprofit organization dedicated to finding a cure and improving the quality of life for those affected by hepatitis B worldwide. Our commitment includes funding focused research, promoting disease awareness, supporting immunization and treatment initiatives and serving as the primary source of information for patients and their families, the medical and scientific communities and the general public.
  • Counsel to the Baruch S. Blumberg Institute, the nation’s leading nonprofit research organization dedicated to hepatitis B and liver cancer worldwide, on many matters, including:
    • Out-license of two compounds to Arbutus Biopharma, a publicly traded biopharmaceutical company dedicated to discovering, developing and commercializing a cure for patients suffering from chronic hepatitis B infection
    • Out-license of patent rights to prostate cancer diagnostics and prognostics tests and a cancer metastasis drug targeted for breast cancer to Prostagene, a clinical-trial stage company
  • Counsel to Delaware Crossing Investor Group on several investments in life science companies, including:
    • Novira, a privately held, clinical-stage biopharmaceutical company developing novel therapies for curative treatment of chronic hepatitis B virus (HBV) infection, acquired by Johnson & Johnson
    • SensiGene, a privately held, clinical-stage company that developed a genotyping test to detect circulating cell-free fetal (ccff) DNA from maternal blood, acquired by Sequenom, Inc., which is traded on Nasdaq
    • Annovis, which is developing novel treatments for Alzheimer’s disease
    • Cephea Valve Technologies, which is a developing mitral valve
    • Evrys Bio, which develops therapies that engage the patient’s immune system to fight cancer
    • LIA Diagnostics, a startup that has developed a pregnancy test
    • Thubrikar Aortic Valve, Inc., a medical device company to develop a transcatheter aortic valve
    • Saladax Biomedical, which is developing immunoassays
  • Counsel to PCI Pharma Services (a UK company) until 2012 on more than 10 transactions with pharmaceutical companies involving manufacturing, clinical trial services and commercial packaging technology
  • Counsel to Innocutis, which markets branded dermatology prescription products, until its acquisition by Cipher Pharmaceuticals Inc. (Nasdaq: CPHR), including Insorb, Terbinex, Halonate and Bionect. 
  • Counsel to Edge Therapeutics based in New Jersey and traded on Nasdaq on several matters, including in-license of a drug delivery system from SurModics
  • Outside general counsel to many clinical stage biopharmaceutical companies, including:
    • Thubrikar Aortic Valve, which is developing a trans-catheter aortic valve
    • Thrombolex, which is developing interventional catheter-based therapies for the rapid and effective treatment of acute venous thromboembolic medical disorders
    • Founders of Cabaletta Bio (Nasdaq: CABA) which is applying T cell therapies for patients with B cell-mediated autoimmune diseases
    • Glycopath, which is developing biomarkers and is backed by Bruker Corporation (Nasdaq: BRKR)
    • Avotres, which is developing therapies in autoimmune diseases, cancers and transplantation
  • Counsel to Topaz Pharmaceuticals on its $20 million capital raise from Aisling Capital and Fidelity Biosciences. Topaz developed a topical cream to treat head lice and sold to Sanofi Pasteur in December 2011. Topaz’s new drug application was approved by the FDA in February 2012.
  • Counsel to Innocutis, which markets dermatology products, including Insorb, Terbinex, Halonate and Bionect. Innocutis raised $6.5 million in equity capital in April 2011 from Ballast Point Ventures.