Life science companies exist on the cutting edge of innovative technology and creative research, but history shows that achievement in the laboratory does not guarantee commercial success. The risks and challenges of development facing these companies are huge, but so are the potential rewards. For over 20 years, our attorneys have helped clients realize those rewards. As advisors to leaders in life sciences, pharmaceutical and medical device fields, our firm counsels startups and spin-offs in connection with:
- Public offerings and private financings
- Mergers and acquisitions
- Licensing and development agreements
- Intellectual property protection and exploitation
Typical of our counsel are the following:
- Representation of a public biotechnology company in its $30 million registered direct offering of common stock
- Advising investors in a several hundred million dollar fund formation and acquisition of pharmaceutical assets
- Protection of the trade secrets of the manufacturers of next-generation medical therapeutics.
The resources we provide clients include:
- Regional, national and international experience
- Extensive network of venture capitalists, investment bankers and advisors
- Team of attorneys with scientific and technical backgrounds
- Sophisticated IP protection and enforcement counsel
- Full-service law firm resources in corporate, tax and labor and employment
Counsel to Life Sciences Clients
We advise and guide biotechnology and life sciences clients from incorporation through exit strategies and beyond, assisting them as they take new ideas through the challenges of product development, patent approval and regulatory endorsement.
Critical legal issues facing entrepreneurs in this industry often extend beyond securities law and patents. Our services include strategic counsel on the details of corporate structure, employment contracts, licensing agreements, distribution and supply agreements, and agreements with CROs and other subcontractors.
When transitioning to a public company becomes advantageous, or other capital needs beckon, our attorneys bring a wealth of experience to the table.
We have helped clients raise billions of dollars through IPOs, subsequent public offerings and private placements and corporate strategic alliances.
Using our skills as business advisors, and contacts strengthened by our Equity and Debt Capital Markets practice group, we provide counsel to clients when obtaining capital, identifying growth opportunities and consolidating market share. In addition, we guide clients in:
- Raising capital from venture capital firms and other private sources
- Establishing appropriate cash and equity-based compensation plans
- Negotiating license agreements with partners
- Executing initial and follow-on public offerings
- Forming strategic alliances and joint ventures
- Offering strategic advice on mergers, acquisitions and divestitures
The following is a list of representative transactions that our firm has completed for biotechnology and life science clients. Since 2006, we have represented clients in bids to acquire assets from Merck, Bristol-Myers Squibb Company and Roche Pharmaceuticals (each of these transactions was a buy-side transaction). We have also represented biotechnology and life science clients in negotiating supply agreements, distribution agreements, testing agreements and pharmacovigilence and drug safety agreements with major life science companies.
Our representation of biotechnology and life science clients has involved the acquisition of assets in 168 countries. Our mergers and acquisitions practice has involved the representation of buyers and sellers in transactions with an aggregate value of more than $206 billion in over 600 business combinations since 2010. Our corporate finance practice in the life science space has completed transactions valued at approximately $1 billion during this period.
- Counsel to a medical device company in connection with its initial public offering, follow-on offerings, and various equity and debt financings and subsequent acquisition by an NYSE listed medical device company
- Counsel to a healthcare services company in connection with various equity and debt financings including a management buyout with a transaction value of approximately $115 million
- Counsel to a pharmaceutical company in connection with multiple acquisitions from various entities including Merck & Co., Inc., various equity financings totaling over $250 million and it’s proposed public offering
- Counsel to a medical technology company in connection with various equity financings
- Counsel to a diagnostic and monitoring solutions company in connection with equity financings and a Section 351 exchange and acquisition
- Counsel to a pharmaceutical company in connection with equity financings
- Counsel to a venture capital firm in connection with an equity financing in an interventional medical device company
- Counsel to a specialty pharmaceutical company in connection with various equity financings
- Counsel to a medical device company in connection with a technology acquisition and various equity financings
- Counsel to a private equity firm in connection with the sale of a clinical emergency management services business
- Counsel to an acute care hospital in connection with several acquisitions and various equity financings
- Counsel to a private equity firm in connection with the acquisition of a privately held treatment center
- Counsel to a patient engagement platform in various equity financings
- Counsel to a wearable solutions technology company in an equity financing. The technology is designed for professionals in healthcare, life sciences and enterprise
Research Institutions—From Lab to Market
A significant area of our experience includes counsel for developing and exploiting business opportunities for venture capitalists and entrepreneurs involving university research institutions and startup technologies.
We provided the legal counsel for the venture-backed technology transfer out of Baylor College of Medicine in 1984 and the technology licensing agreement funded by venture capitalists out of M.D. Anderson Cancer Center in 1985. We have formed several first-time life science venture funds and we continue to expand our counsel in this area.
Our experience includes a wide range of deals in which we assisted clients in:
- Drafting startup documentation for incorporation, employment agreements and initial seed round financing
- Developing business plans
- Introducing entrepreneurs to potential funding sources and orchestrating pitches
- Structuring initial capitalizations
- Drafting technology transfer license agreements, research/development agreements and consulting agreements
- Negotiating final terms with universities and their chief inventors
- Preparing agreements covering board of director compensation, restricted stock purchases, employee confidentiality, assignment of invention and noncompetition
Finally, we work closely with our Intellectual Property practice group and devote substantial concern to securing and defending clients’ patent rights and navigating complex licensing issues.
Medical Device Manufacturing
For clients involved with medical device development, the firm maintains a strong Health Care practice group to guide clients through the maze of regulatory issues and approvals that define the industry. We also defend product liability lawsuits involving pharmaceuticals and medical devices.
- Copyright Litigation
- Data Privacy and Cybersecurity
- Intellectual Property and Technology
- Intellectual Property Litigation
- IP Counseling and Licensing
- Patent Litigation
- Patent Prosecution
- Patent Trial and Appeal Board Proceedings
- Securing and Maintaining Trademarks and Brand Names
- Technology and Emerging Companies
- Trade Secret/Trade Dress Litigation
- Trade Secrets/Trade Dress
- Trademark Proceedings and Litigation
- Venture Capital
Recognized as a Recommended Bio/Life Sciences Practice in the United States, IP Stars
Recognized as a Recommended International Trade Commission Practice in the United States, IP Stars
Recognized as a Recommended Patent (Contentious) Practice in the United States, IP Stars
Recognized as a Recommended Patent Prosecution Practice in the United States, IP Stars
Recognized as a Recommended PTAB Litigation (USPTO) Practice in the United States, IP Stars
- 4/26/2016Andrews Kurth Files Supreme Court Amicus Brief on Behalf of JYANT Technologies, Inc.
- 9/15/2003Andrews Kurth Acquires Intellectual Property Team Expanding National Technology Practice
- The Supreme Court Holds that Laches Can No Longer Be Used as a Defense Against Damages Claims in Patent Cases Brought within the Patent Act’s Six-Year Limitations PeriodMarch 24, 2017
- Life Technologies Corp. v. Promega Corp.: Exportation of a Single Component is Not Subject to Patent Liability Under Section 271(f)(1) of the Patent ActMarch 7, 2017
- New Proposed Rules Regarding Government Rights in Federally Funded ResearchFebruary 21, 2017
- Special Reporting Requirements Regarding Exercises of Incentive Stock Options and Transfers of Stock Acquired under Employee Stock Purchase Plans (2017 Update)January 11, 2017
- Supreme Court Agrees to Hear Important Patent Venue AppealDecember 21, 2016