Life Sciences and
Technology
Attorney Advertising
Attorneys Dedicated To
Helping Visionaries Succeed
. We support and implement
strategy and success at
every stage.
• Launching a start-up
• Protecting ideas
• Financing growth
• Forming strategic partnerships
• Enabling exit
. Our attorneys are goal-oriented team players.
Each representation is guided by our client’s
business objectives and handled with flexibility,
resourcefulness, and respect for innovation.
TENGION, INC.: A CAPITAL RAISE AT A CRITICAL TIME
After negotiations to be acquired by a publicly traded company failed due to increases in the
trading price and volume of its common stock, Tengion only had sufficient cash to fund its
operations for a few more weeks. If Tengion was unable to enter into a sale or alternative
financing transaction, it would likely have had to take steps to wind down operations. In a matter
of days, we were able to assist Tengion in a capital-raising effort that resulted in a private
placement of common stock and warrants to acquire common stock. Tengion raised net proceeds
of approximately $29 million, enough cash to fund operations for 12 months.
TELEFLEX INCORPORATED: TRANSFORMATIVE M&A
Since 2005, we have worked closely with Teleflex Incorporated in its evolution from a diversified
industrial company to pure-play medical device company.
We represented Teleflex in the
acquisition of the assets of Taut, Inc., a provider of instruments and devices for laparoscopic
surgery and other minimally invasive procedures; the assets of HDJ, Inc., a manufacturer of
medical devices primarily used in orthopedic procedures; and the assets of Specialized
Medical Devices, Inc., a provider of engineering and manufacturing services to medical
device manufacturers.
NOVAVAX, INC.: GROWTH THROUGH AN INTERNATIONAL JOINT VENTURE
We counseled Novavax, Inc., in a joint venture with Cadila Pharmaceuticals Ltd., a wellestablished pharmaceutical company in India, to develop, manufacture, and market vaccines and
other products in India. The transaction involved a stock purchase agreement and the contribution
of technology by both companies to a joint venture dedicated to the development and
commercialization of seasonal influenza virus-like particle-based vaccines and other VLP vaccine
candidates in India. The result: an opportunity for Novavax to expand into an important market
while leveraging its partner’s substantial clinical and financial support and low-cost infrastructure
to accelerate product development.
MILLENNIATA, INC.: A GREEN LIGHT TO COMMERCIALIZATION AFTER
COMPLIANCE SOLUTIONS
Millenniata, Inc., is a company that developed the world’s first permanent optical archival
solution—a new generation of data storage featuring construction and coatings that do not
degrade.
Commercialization was stymied because the company was unable to provide assurance of
compliance, a key component in raising equity capital. Traditional remedies such as rescission were
unavailable due to lack of funds and the number of unaccredited investors. We found a solution
that involved a fairness hearing before the state Securities Administrators, allowing Millenniata to
exchange its outstanding shares with a newly formed entity that could show future investors that
its securities had been issued pursuant to an exemption under federal securities laws, opening the
door to new financing.
REPRESENTATIVE CLIENTS
•
AspenBio Pharma
•
Cephalon, Inc.
•
CSL Behring
•
ICON Clinical Research
•
OpGen, Inc.
•
Osiris Therapeutics, Inc.
•
Pathfinder Therapeutics, Inc.
•
Safeguard Scientifics
•
Sera Prognostics
•
Silagene
•
Singulex, Inc.
•
Teleflex Incorporated
•
Tengion
.
Our Life Sciences/Technology attorneys
are leaders in structuring the transactions
that pave the way for new technologies.
OUR CLIENTS
We have represented clients in:
Our legal team has helped propel technological advances in areas such as therapeutics, vaccines,
diagnostics, medical devices, drug-delivery systems, regenerative medicine, chemicals, biologics,
and DNA-based therapies. Many of our attorneys have advanced degrees in the life sciences and
have worked in such fields as biochemistry, genetics, and engineering. We also serve companies that
support life sciences activities through capital investment, contract research, analytical and product
development, formulation, and manufacturing.
Biotechnology
•
Medical devices
•
LIFE SCIENCES
•
Pharmaceuticals
•
Regenerative medicine
•
Software/hardware
•
Energy/cleantech
•
Communications
•
Web applications
OUR SERVICES
TECHNOLOGY
We advise on the development, commercialization, and implementation of existing and “first
adopter” systems and technologies. We have advised on the financing, design, implementation, and
operation of broadband, Internet, messaging, software, energy distribution and management, and
content delivery systems.
We also regularly assist technology clients across a wide range of industries
in the protection and commercialization of emerging technology solutions.
•
•
•
•
•
•
•
•
•
Forming new companies
Angel and VC financing
Tech transfer and licensing
Intellectual property
Corporate governance
Employment and
compensation issues
Corporate collaborations
Securities
Exit strategy and transactions
. Atlanta | Baltimore | Bethesda | Delaware | Denver | Las Vegas | Los Angeles | New Jersey | New York
Philadelphia | Phoenix | Salt Lake City | San Diego | Washington, DC | www.ballardspahr.com
.