Life Sciences

Why Honigman?

Who we are.

With life sciences and medical device lawyers and experts located in key life science hubs across Michigan, Chicago and Washington D.C., we deeply understand the business and regulatory landscapes in which life sciences companies operate. We offer our clients an efficient value structure while providing a high-touch, interdisciplinary client experience backed by over seven decades of expertise in life science matters.

What we do.

We provide comprehensive support to life sciences and medical device companies and their investors at every stage of their journey, assisting them in navigating the challenges of a complex and heavily regulated environment while optimizing the value of their enterprise, intellectual property and human capital.

Who we work with.

We represent emerging growth companies, mid-size businesses and mature, multinational corporations across the spectrum of life sciences and medical device products and services.

How we work.

We work side-by-side with our clients to find the strategic paths that foster growth and minimize risk throughout all phases of the company life cycle. Motivated by the knowledge that the work we do with our clients is improving people’s lives, we serve as an extension of our clients’ teams so they can focus on their core business.

What we believe in.

We have a strong commitment to diversity, equity and inclusion. It is a fundamental part of our culture and our continued success. We truly believe that diversity and inclusion brings a broader perspective to our thinking, our client relationships and our work product. More importantly, it fosters an atmosphere of collegiality and respect, which is at the core of our firm’s values.

Enterprise Capital

Regularly ranked by Chambers USA and listed in PitchBook as one of the most active private equity, M&A and venture capital firms in the United States, we have handled more than $84 billion in corporate transactions over the past three years.

Lawyers in our life sciences and medical devices practice are deeply experienced in corporate governance, financing and M&A transactions, capital raising transactions, collaborations and licensing, regulatory matters and intellectual property law.

As one of the nation’s leading law firms representing venture-backed companies, we have counseled thousands of entrepreneurs starting new businesses, advising on the formation of companies, equity structures, negotiations with investors, intellectual property rights, and other issues vital to their success. Our attorneys regularly represent clients involved in all aspects of the financing, operation, and sale of technology-based life sciences and medical device companies both in the United States and abroad. Our investor clients include institutional venture capital funds, strategic investors, venture capital fund-of-funds, and angel investors.

We have a long history of helping companies manage and mitigate risk involved in growth, taking venture capital, borrowing venture debt, and protecting and licensing technology from commercial and academic licensors.

We have further represented a variety of clients in restructuring transactions, including conversions from and to limited liability companies, to take best advantage of tax and operational considerations. We represent both investors and their portfolio companies in matters ranging from seed capital to growth equity for later-stage enterprises.

As part of our interdisciplinary approach, we also collaborate with attorneys in our patent litigation, products liability, employment and tax practices to protect client interests and to advocate on their behalf.

Main Contact
Phillip Torrence
269.337.7702
ptorrence@honigman.com 

Intellectual Capital

With a formidable national presence and an impressive team of over 120 legal professionals, our intellectual property lawyers represent top-tier pharmaceutical and biotechnology companies, large digital and high-tech companies, Fortune 100 companies, and start-ups and early stage companies to strategically manage and protect their IP portfolios at home and abroad. We are ranked among the top providers of IP services in the nation by our clients and by leading business and legal publications, including Chambers USA, LMG Life Sciences and Managing Intellectual Property. Nearly 40% of our IP team hold advanced degrees, including PhDs, in disciplines such as biology, chemistry, computer science, electrical engineering, immunology, mechanical engineering, physics and more.

We provide full-spectrum counsel on domestic and foreign patents, trademarks, copyrights, trade secrets and know-how for clients in over 150 countries and help clients to protect and monetize their creative assets. Among other services, we routinely handle patent prosecution and strategic portfolio management, IP litigation, including patent infringement and ANDA-related disputes, copyright and trademark protection and enforcement, freedom-to-operate opinions and anti-counterfeiting strategies.

To help clients maximize the return on their IP investments, we regularly negotiate, execute and enforce a broad range of contracts and agreements, including joint research, development and commercialization agreements, clinical trial agreements, strategic alliances, licensing agreements, technology transfers between universities, medical centers and private industry, distribution networks, outsourcing and cloud-services agreements and other arrangements.

Main Contact
Jonathan O'Brien
269.337.7704
jobrien@honigman.com

Human Capital

In a highly complex industry where advanced innovation demands an equally skilled workforce, we offer our clients a deep understanding of local and national employment laws so they can recruit and retain top-performing scientific, technological and leadership talent worldwide. We also help companies effectively manage their workforce through situational counseling, executive transition assistance, and the creation of policies and protective agreements.

Our business immigration attorneys have extensive expertise in navigating the complexities of the ever-evolving US immigration system. We regularly guide clients through H-1B visa, PERM labor certification and other processes and have helped individuals obtain O-1 status, immigrant alien of extraordinary ability status, outstanding researcher status, and other temporary and permanent visas, along with full citizenship in the United States.

As competition for skilled employees continues to rise, our employee benefits and executive compensation lawyers offer strategic, fiduciary and day-to-day counsel that helps businesses become employers of choice. Among other services, we regularly:

• Design, draft and correct plan documents, amendments and communications for tax-qualified and non-qualified retirement plans, including 401(k), 403(b), 457, profit-sharing, pension, cash-balance and deferred-compensation plans;
• Design and draft equity and cash incentive plans and arrangements, including bonus, retention, change-in-control, stock-option, restricted stock, along with other equity and compensation programs;
• Review third-party administrator and other service-provider agreements;
• Navigate benefits and compensation issues that arise in the context of corporate transactions; and
• Advise on compliance with IRS, ERISA, Patient Protection and Affordable Care Act (ACA), HIPAA and other laws and regulations.

Main Contact for Labor & Employment
Sean Crotty
313.465.7336
scrotty@honigman.com

Enterprise Capital

Represented Elucid Bioimaging, Inc. in its $80 million Series C Funding Round Represented Gemphire Therapeutics Inc. in its IPO, PIPE financing, debt financings and merger with NeuroBo Pharmaceuticals, Inc. Represented Ocuphire Pharma, Inc., in connection with multiple rounds of private financing and its merger transaction with Rexahn Pharmaceuticals, Inc. Represented CHF Solutions, Inc., in numerous registered public offerings (including underwritten deals, CMPOs, registered directs and PIPEs) totaling more than $100 million. Represented NeuroOne Medical Technologies Corporation in connection with numerous private placements and negotiated collaboration and development agreements with Zimmer Biomet Holdings, Inc. Represented Svelte Medical Systems, Inc. in connection with multiple rounds of preferred stock financings valued at more than $80 million. Represented Ablative Solutions, Inc., in multiple rounds of preferred stock financings, including its $77 million Series D financing by co-leads Gilde Healthcare and BioStar Ventures. Represented Helius Medical Technologies in connection with various securities matters and public and private financings. Represented Arboretum Ventures, BioStar Ventures, Catalio Capital Management and other institutional venture capital funds in connection with their investments in life science and medical device companies. Represented Nuwellis, Inc., in a broad range of securities regulatory matters and a series of debt- and equity-based capital-raising transactions. Represented Stryker Corporation in numerous acquisitions of medical device-based technologies, preferred stock investments and divestitures. Represented Avertix Medical, Inc., in its Series A preferred financing, bridge financing, Series B preferred financing and a business combination agreement for a SPAC transaction with BiosPlus Acquisition Corp. Represented Bryn Pharma, LLC, in its Series 3 and Series 4 preferred unit financings. Represented Vantis Vascular, Inc., in its Series A, A-1, B preferred unit financings and bridge financing. Represented Vestaron Corporation in multiple bridge financings as well as Series A, B, B-1 and C preferred financings. Represented Diplomat Pharmacy, Inc. (NYSE: DPLO) in its nearly $200 million IPO and a $285 million follow-on public offering. Represented a venture capital-backed migraine medical device company in connection with its $170 million sale to a strategic acquirer.

Represented medical device company Sunshine Heart, Inc., in connection with its acquisition of the Aquadex product line from Baxter International. Represented RespondWell in connection with the sale of its tele-rehabilitation business to Zimmer Biomet Holdings, Inc. Represented the board of directors of a medical products company in connection with a management buy-out and related recapitalization valued at $300 million. Represented Daniel J. Mangless in a successful proxy fight with Zevra Therapeutics, Inc. Represented Takeda in its nearly $7 billion acquisition of Nimbus Therapeutics’ TYK2 program subsidiary. Represented Ironwood Pharmaceuticals in its acquisition of VectivBio, a clinical-stage biotech company pioneering novel treatments for severe rare gastrointestinal diseases. Assisted a large national Catholic healthcare system in various acquisition and divestiture transactions, including the acquisitions of hospitals, nursing facilities, and senior living facilities. Assisted healthcare systems in the acquisition of physician practices. Assisted private equity funds in the acquisition of healthcare portfolio companies, including companies providing intraoperative neuromonitoring services, rehabilitation and therapy services, and dental services. Assisted a home-health provider in the acquisition of multiple home-health companies Assisted clients in the formation of healthcare management services organizations (MSOs). Assisted a for-profit healthcare system with the acquisition of a nonprofit community hospital. Represented a national provider of kidney care and renal products with various commercial contracts related to healthcare and information technology matters. Assisted a provider of home care and infusion pharmacy services with the unwinding of a joint venture with a large healthcare system. Represented start-up companies, including a health and wellness information technology company and a hydration therapy company, with organizational matters, data privacy and security issues, and commercial contracting.

Intellectual Capital

Serve as lead IP counsel for Carmot Therapeutics Inc. on certain patent strategy matters related to a $2.7 billion acquisition by Roche as well as a potential initial public offering. Served as lead IP diligence counsel for a renowned global pharmaceutical and biotech company, in matters relating to the acquisition of assets used in the treatment of multiple autoimmune diseases. The deal was extensively covered by the media and hailed as one of the largest biotech deals of that year. Serve as lead IP counsel for a renowned global pharmaceutical and biotechnology company on the development and implementation of global IP strategy, including procurement and enforcement, relating to the treatment of patients with relapsed or refractory multiple myeloma. Provided strategic advice to manage potential patent risks for a new vaccine product being developed by a renowned global pharmaceutical and biotechnology company for worldwide distribution. Provided worldwide counsel for a biopharmaceutical company, including patent procurement, enforcement, post-grant proceedings, clearances, patent-related regulatory matters and competitor monitoring relating to cancer genetics diagnostic testing services.  Serve as counsel for a billion-dollar pharmaceutical company, including responsibility for developing and implementing a global patent prosecution and regulatory strategy to protect approved oncology products and its pipeline of Phase 1 and Phase 2 drugs. Providing strategic IP advice for a pioneering biopharmaceutical company, as well as procurement of patent portfolios protecting platform technologies, including post-grant proceedings, clearances, and corporate and related regulatory work relating to prime editing genomic therapies. Providing worldwide patent and trademark strategy for one of the largest over-the-counter self-care companies. Conducting IP due diligence for IP licensing transactions related to the acquisition of U.S. rights to small molecule and biological therapeutics for a publicly traded pharmaceutical company. Providing a full range of IP services — including patent, trademark, trade secret, and IP-related regulatory counselling, patent and trademark procurement services, and strategic advice for supply, manufacturing and licensing transactions — relating to the commercialization of a company’s medical-device technology.

Advise a multibillion-dollar company that operates a network of clinical laboratories on global trademark clearance, prosecution and enforcement. Serve as lead counsel for a publicly traded pharmaceutical company in ANDA litigation relating to the treatment of irritable bowel syndrome and chronic idiopathic constipation. Represented the inventors of pioneering stent technology in civil litigation to enforce their patent rights. Developed and implemented patent portfolio protection strategies for key pharmaceutical product patent assets involved in more than a dozen competitor and Hatch-Waxman patent litigation matters, including successfully defending multiple IPR validity challenges and reexaminations at the U.S. Patent and Trademark Office, successfully upholding the validity of all patent claims through appeals. Created trade secret protection policies for multinational and multi-party joint venture projects for a Korea-based chemical company working with emerging U.S. companies. Conducted intellectual property due diligence and created patent portfolio development strategies for a pharmaceutical and biotechnology corporation leveraging market opportunities in China and the United States. Projects also included settling disputes regarding theft of trade secrets and patent assets by a vendor. Structured and implemented intellectual property strategies for a start-up pharmaceutical company, from its inception. Matters included patent litigation avoidance strategies for a 505(b)(2) product and building a patent estate with more than three dozen patents eligible for Orange Book listing. Served as co-lead trial counsel in multi-year Hatch-Waxman litigation concerning Ironwood’s and AbbVie’s Linzess drug product for treatment of irritable bowel syndrome. Obtained consent judgments with injunctions against all defendants. Served as lead counsel in an International Trade Commission (ITC) medical device patent case involving surgical x-ray technology. Obtained a complete victory with consent judgment against all defendants.

Human Capital

Advised the board of directors of Avertix Medical, Inc. regarding the exit of the company's chief executive officer and a second executive; counsel included negotiating relevant documents in a compressed timeframe that enabled completion before announcing the changes to the market. Provided day-to-day counsel to Nuwellis, Inc., including with respect to employee investigations, executive transitions and human resource-related policy issues. Advised the board of directors of Gemphire/NeuroBo Pharmaceuticals, Inc. regarding the exit of the chief executive officer; counsel included negotiating relevant documents in a compressed timeframe that enabled completion before announcing the changes to the market.

Provided day-to-day counsel to Elucid including matters involving executive agreements and trade secrets/noncompete issues. Represented one of the largest pharmaceutical companies in the world and its affiliate entities operating in the United States in more than 50 completed PERM labor-certification matters, nearly 60 additional matters in process. Assisted a global industrial company in the restructuring of its information technology outsourcing arrangement.

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