Experience
Series B Financing for Life Sciences Company
Represented an emerging life sciences company in a Series B equity financing.
Restructuring of Venture Capital Investment to Support Security Clearance
Represented an early-stage technology company in the restructuring of a venture capital investment to support the company’s facility security-clearance requirements.
Side-Car Venture Investment in “Unicorn”
Advised an investor client on a side-car, venture-capital-style investment in a high-growth “unicorn” company.
Venture-Style Investment in Emerging Beverage Brand
Advised a beverage manufacturer on a venture-capital-style investment in an emerging beverage brand.
Formation and Equity Financing Counsel to Emerging Companies
Advised founders and early-stage companies on entity formation, equity offerings, and angel and venture financings.
$35 Million+ Strategic Fulfillment/Transportation Contract
Served as outside counsel responsible for a long-term strategic fulfillment and transportation contract, valued in excess of $35 million, for an international retailer.
$200 Million+ Long-Term Manufacturing Agreement with Global Pharmaceutical Company
Led the renegotiation and restructuring of a long-term manufacturing agreement with a global pharmaceutical company, a complex arrangement spanning more than 10 years and valued in excess of $200 million. Each party to the agreement had global revenues in excess of $25 billion.
Long-Term Cross-Supply Agreement with Global Animal Health Company
Finalized a long-term cross-supply agreement between a client and a multibillion-dollar global animal health company.
Single-Source Supplier Dispute Resolution
Negotiated and resolved a dispute with a single-source supplier that could otherwise have resulted in the loss of approximately $25 million in annual sales for the client.
$35 Million Manufacturing Agreement with Major Customer
Served as lead attorney negotiating a manufacturing agreement between a client and one of its largest customers, estimated to generate up to $35 million annually in revenues.
Termination, Settlement, and Asset Purchase Agreement
Acted as lead counsel to a publicly traded client in a matter involving the acquisition of certain assets, the termination of certain agreements, and the settlement of related disputes, memorialized in a single termination, settlement, and asset purchase agreement.
Supply and Distribution Agreements Supporting Manufacturing Restructuring
Acted as lead outside counsel for the ongoing restructuring of a pharmaceutical company’s manufacturing and distribution process, including negotiation of long-term supply agreements for pharmaceutical manufacturing services and the divestiture of an FDA-licensed facility.
Partner Buyout to Resolve Ownership Dispute
Represented a business owner in the buyout of his partner across a number of related companies to resolve an ongoing ownership dispute, positioning the client to move forward as sole owner in lieu of potentially catastrophic litigation.
Governance Counsel on Shareholder Dispute for ESOP-Owned Company
Advised an ESOP-owned company on the resolution of a three-way dispute among its CEO, chairman, and ESOP shareholder, achieving a resolution without litigation.
Minority-Interest Buyout Mechanism
Structured a mechanism enabling a business owner to force the purchase of a minority partner’s interest, in a matter contested by opposing counsel.
Acquisition of Business as Litigation Settlement
Acted as lead counsel advising a client in the purchase of the business of a competitor as settlement to multiple outstanding lawsuits.
Resolution of Joint Venture Dispute
Led the formulation of a strategy to resolve a $90 million arbitration between the partners in a joint venture.
Sale of Business as Litigation Settlement
Advised a client in the settlement of litigation through the negotiated sale of its business.
Formation of Equity Joint Venture for $1 Billion Insurance Consortium
Represented a non-controlling owner in the formation of an equity joint venture that served as a managing general underwriter for a consortium of insurance companies with more than $1 billion in annual revenues, and later represented the client in its exit at a value of approximately $20 million (as referenced above) after an investment of only tens of thousands of dollars two years prior.
$280 Million Pharmaceutical Manufacturing Joint Venture
Served as lead attorney to a global pharmaceutical company in a manufacturing joint venture valued at more than $280 million, under which the client acquired rights to manufacturing capacity over a term of up to 12 years, with the ability to occupy and purchase the manufacturing facility, with a U.S. subsidiary of a major German pharmaceutical company as manufacturing partner.
Nationwide Beverage Commercialization Joint Venture
Advised a beverage manufacturer in the negotiation of a joint venture with a global beverage company concerning the nationwide commercialization of a bottled-water brand.
Formation of Pooled Investment Vehicle for Local Governments
Assisted local governments and an SEC-registered investment manager in forming and launching a pooled investment vehicle for local governments.
Joint Ventures and Acquisitions for Industrial Materials Company
Represented an industrial materials company in joint ventures and acquisitions ranging in value from $10 million to $75 million.
Counseled Government Investment Vehicle in Formation and Launch
Assisted local governments and SEC-registered investment manager in forming and launching a pooled investment vehicle for local governments in Missouri.
$95 Million Sale of Health Care Financing Company
Served as lead counsel to the seller in the sale of a health care financing company with an enterprise value of approximately $95 million. The sale was to a private-equity-backed purchaser and involved a post-closing transition period for state licensing issues.
$1 Billion-Plus FTC-Mandated Divestiture for Global Animal Health Company
Served as outside company counsel to a global animal health pharmaceutical company in two simultaneous divestitures valued in excess of $1 billion to comply with mandated sale from antitrust authorities in connection with a larger acquisition. Led the team to conduct sell-side diligence, prepare the legal virtual data room for the auction, and support the preparation and negotiation of the sale documents, carve-out agreements, and disclosure schedules.
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