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MoFo Advised TailorMed on Its Acquisition by GrowthCurve Capital

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MoFo advised TailorMed, a healthcare technology company focused on improving patient access to care and reducing financial barriers to treatment, in connection with its acquisition by GrowthCurve Capital, a private equity firm.Founded in Israel and operating in the United States, TailorMed provides a technology platform that helps healthcare providers, pharmacies and life sciences organizations identify financial assistance opportunities, streamline patient support programs and improve access to treatment. The transaction represents an important milestone in TailorMed's growth and will support its continued expansion and mission to make healthcare more accessible and affordable.The MoFo team was led by corporate partners Shiri Shenhav and Erik Knudsen, with corporate associates Ludovica Gardani and Courtney Henf. The wider team included tax partner Brian Radigan; executive compensation + benefits partner Joshua Lerner and associate Gretchen Dougherty; employment + labor partner Michael Schulman and associate Danielle Rich; data, cyber + privacy partner Melissa Crespo and associate Carson Martinez; antitrust partner Kerry Jones and associate Alexa DiCunzolo; technology transactions partner Matthew Ferry; FDA regulatory partner Brigid DeCoursey Bondoc; and litigation of counsel Meghan Dhillon and associate Elena Klonoski.

MoFo Advised TailorMed on Its Acquisition by GrowthCurve Capital

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Shiri Shenhav is a partner in the Transactions Department and the Mergers + Acquisitions Group based in Palo Alto. Shiri maintains a corporate transactional practice focusing on mergers and acquisitions and equity investments in the technology industry for public and private companies.Shiri regularly assists strategic buyers and private equity funds and their portfolio companies in a variety of domestic and cross-border transactions, including deal structuring and mechanics, stock and asset purchases, mergers, divestitures, and spin-offs. Shiri also regularly represents companies with respect to their equity investments, joint ventures, and other strategic transactions, as well as general corporate counseling.As an accomplished attorney certified in California and in Israel, Shiri has extensive experience representing multinational corporations and funds in cross-border transactions involving Israeli aspects. Shiri also co-leads the firm’s AI M&A Initiative.Shiri is fluent in Hebrew.<h4 dir="ltr">Representative Experience</h4><ul dir="ltr"><li>SoftBank in connection with its acquisition of Berkshire Grey.</li><li>Vontier Corporation in its sale of Global Traffic Technologies to Miovision.</li><li>Walmart in its acquisitions of Art.com, Aspectiva, BareWeb, CareZone, Eloquii, MeMD, and Zeekit.</li><li>Zivelo in its acquisition by VeriFone.</li><li>Unity Technologies in its acquisition of RestAR.</li><li>Alpine Investors and its managed IT services and software platform Evergreen Services Group in connection with the acquisitions of Alliance Solutions Group, Global Wave Group, and Telco Experts.</li><li>Alpine Investors in its acquisition of Ethisphere. </li><li>Astroscale U.S., the U.S. unit of Astroscale Holdings, in its acquisition of certain the intellectual property and other assets and proposed hiring of certain members of the staff of Effective Space Solutions R&D. </li><li>Gryphon Investors and RegEd in the acquisition of ComplianceMAX and FIRE Continuing Education businesses from National Regulatory Services.</li><li>Mirantis in its acquisition of the Docker Enterprise platform business from Docker.</li><li>Rubicon Technology Partners in its strategic majority investment in the merger of EverTrue and ThankView.</li><li>Peer5 in its sale to Microsoft Corporation.</li><li dir="ltr">Protean Electric in its acquisition by National Electric Vehicle Sweden AB.</li></ul>

Shiri Shenhav

Partner

Erik Knudsen is a corporate partner and serves as co-chair of the firm's Transactions Department. He is also a member of the Mergers + Acquisitions and Private Equity Investments + Buyouts practice groups.Erik focuses his practice on complex business transactions, including leveraged buyouts, strategic mergers, acquisitions, investments and joint ventures, reorganizations, growth equity and venture capital investments, and divestitures.With a broad industry reach, Erik has led transactions in diverse sectors such as healthcare, industrial, software, internet, technology, business services, distribution, and manufacturing. His industry‑specific knowledge and comprehensive understanding of the private equity market and corporate counsel requirements position him as a trusted advisor for clients navigating complex business landscapes.

Erik G. Knudsen

Co-Chair of Transactions Department

Ludovica Gardani-Menendez is an associate in the firm's Corporate Practice, focusing her practice on advising clients on complex domestic and cross-border transactions, with an emphasis on M&A and private equity transactions, both in the United States and Latin America.Ludovica advises clients in a broad range of corporate matters, including strategic mergers, acquisitions, joint ventures, growth equity and venture capital investments, and divestitures, across a wide variety of industry sectors, including technology; finance; consumer and retail; defense and government services; food and agriculture; business services; technology; and industrials.Ludovica graduated from University of Miami School of Law where she was Executive Editor of the Business Law Review.<h4>Representative Experience</h4><ul><li>Represented Petlove&Co. in connection with its financing round with existing major investors, Tarpon, SoftBank, L Catterton, Porto Seguro and Monashees, and a new initial investment by Riverwood Capital. This is the largest financing round in Petlove&Co’s history.</li><li>Represented SoftBank Latin America Fund in connection with a Series C funding round in Addi, a fintech startup based in Bogota, Colombia that offers buy-now-pay-later technology.</li><li>Represented Inchcape, the leading global independent multi-brand automotive distributor and retailer, in its cash-free and debt-free £47 million acquisition of Autolider, a distributor of Daimler brands in both Uruguay and Ecuador.</li></ul>

Ludovica Gardani é associada da área empresarial. Ela assessora clientes nos Estados Unidos e na América Latina em fusões e aquisições, joint ventures, transações de valores mobiliários e de mercado de capitais e ofertas públicas e privadas.Ludovica trabalha com empresas públicas e privadas em investimentos estratégicos, financiamentos e licenciamentos cross-borders em uma ampla gama de indústrias, incluindo tecnologia, varejo, infraestrutura e tecnologia financeira. Ela também representa empresas em relação a uma ampla gama de questões sobre valores mobiliários, como ofertas públicas e privadas, obrigações de reporte da U.S. Securities and Exchange Commission (SEC) e ofertas de acordo com a Regra 144A e o Regulamento S.Ludovica se formou na Faculdade de Direito da Universidade de Miami, onde foi editora executiva da Business Law Review.<h4>Experiência Representativa</h4><ul><li>Representou a Inchcape, líder global independente na distribuição e varejo de carros multimarcas, na aquisição, por £ 47 milhões, da Autolider, distribuidora das marcas da Daimler no Uruguai e no Equador.</li></ul>

Ludovica Gardani es asociada en el Departamento Corporativo de la firma. Asesora a clientes en los Estados Unidos y América Latina sobre fusiones y adquisiciones, empresas conjuntas (joint ventures), transacciones de valores y mercado de capitales, y ofertas públicas y privadas.Ludovica trabaja con empresas públicas y privadas en inversiones estratégicas, financiamientos y licencias transfronterizas en una amplia gama de industrias, que incluyen tecnología, comercio minorista, infraestructura y tecnología financiera. También representa a empresas en relación con una amplia gama de asuntos de valores, tales como ofertas públicas y privadas, obligaciones de informes de la SEC y ofertas de conformidad con la Regla 144A y el Reglamento S.Ludovica se graduó de la Facultad de Derecho de la Universidad de Miami, donde fue Editora Ejecutiva del Business Law Review.<h4>Experiencia Representativa</h4><ul><li>Representó a Inchcape, el distribuidor y comerciante automotriz independiente líder a nivel mundial, en su adquisición de Autolider, un distribuidor de las marcas Daimler en Uruguay y Ecuador por £ 47 millones.</li></ul>

Ludovica Gardani-Menendez

Associate

Courtney Henf is an associate in Morrison Foerster’s San Francisco office and a member of the firm’s Transactions Department.Prior to joining MoFo, Courtney was a Summer Associate in the San Francisco office. She also was a Judicial Extern for the Honorable Andrew E. Krause, U.S.M.J., U.S. District Court, Southern District of New York.Courtney earned her J.D., magna cum laude, from the Elisabeth Haub School of Law at Pace University. While there, she served as an Articles Editor of the Pace International Law Review and a member of the Federal Judicial Honors Program. She received her B.S. in microbiology from the University of Florida.

Courtney Henf

Brian Radigan is a partner in the Federal Tax Group at Morrison Foerster. He has a broad tax practice advising U.S. and non-U.S. clients on complex tax structuring and the tax aspects of corporate transactions.Brian advises private equity funds, startup entities, REITs, and established multinational corporations on the tax aspects of mergers and acquisitions, joint ventures, cross-border corporate restructurings, and capital markets transactions. He has a particular focus on international tax, helping clients on cross-border structure formation and tax-driven internal reorganization, navigating tax laws across multiple jurisdictions to maximize global tax efficiency.Brian regularly advises emerging companies and venture capital firms on the tax aspects of capital raises, changes to capital structure, and general tax planning, providing strategic insight and tailored tax solutions to drive tax-efficient growth. He also advises financial institutions and corporations on capital markets offerings, financial products, and FATCA compliance.Brian is Recommended for US Taxes: Non-Contentious by Legal 500 US 2024.Prior to joining Morrison Foerster, Brian spent over a decade as a senior in-house tax advisor at General Electric and, more recently, as the global head of tax at New Fortress Energy (NFE). He structured the transition of NFE from an Up-C investment of Fortress Investment Group to a multibillion-dollar, fully public company. In his in-house roles, he served as a trusted advisor to senior executives, founders, and board members on various high-profile transactions, including a $2 billion LNG infrastructure joint venture between NFE and Apollo and a $5.1 billion acquisition by NFE of Hygo Energy Transition and Golar LNG Partners, LP.

Brian Radigan

Josh Lerner is a partner in the Executive Compensation + Benefits Group based in the New York office of Morrison Foerster.Josh advises clients on all matters involving the compensation of senior executives, including employment, change in control, equity compensation, and severance arrangements.He counsels public and private companies on executive compensation issues in a range of corporate transactions, restructurings, and financings. He has experience designing, drafting, and negotiating employment agreements and administering equity incentive plans and awards. He also works regularly with public companies on compensation-related disclosures and corporate governance matters, including Securities Exchange Act of 1934 reports. Josh earned his J.D. from Columbia Law School where he was a senior articles editor of the Columbia Business Law Review.<h4>Representative Matters</h4><ul><li>Snow Software, a technology intelligence platform, on its acquisition by Flexera Software, a data-oriented SaaS solution company.</li><li>U.S. Silica Holdings, a global industrial minerals and logistics leader, in its $1.85 billion sale to entities affiliated with Apollo Global Management.</li><li>Rivian Automotive in the formation of an equally controlled and owned joint venture with Volkswagen Group to create next generation software-defined vehicle (SDV) platforms to be used in both companies’ future electric vehicles.</li><li>Palladium Equity Partners, in the $695 million sale of its majority interest in Trachte, a leading provider of highly engineered protection and control buildings with mission critical applications, to nVent Electric plc, a leading global provider of electrical connection and protection solutions.</li><li>The rock band KISS and its co-founders Gene Simmons and Paul Stanley in the sale of substantially all rights related to KISS to Pophouse Entertainment.</li><li>McGrath RentCorp, leading provider of temporary and permanent space solutions, in its $3.8 billion acquisition by WillScot Mobile Mini Holdings Corp., a leader in innovative temporary space solutions.</li><li>Astellas Pharma in its acquisition of Propella Therapeutics, a biopharmaceutical company that combines medicinal chemistry with lymphatic targeting to create new oncology drugs.</li><li>SoftBank in connection with its $375 million acquisition of Berkshire Grey, a robotic automation company that went public via a SPAC merger in 2021.</li></ul><ul><li>Grant Thornton, one of America’s largest audit, tax, and advisory firms, in the sale of its Public Sector Advisory practice to Guidehouse, a portfolio company of Veritas Capital and leading global provider of consulting services to the public sector and commercial markets.</li><li>MTY Food Group, a leading franchisor in the North American restaurant industry, in its $200 million acquisition of BBQ Holdings, a franchisor and operator of fast casual dining.</li><li>Odevo AB, a Swedish company and a portfolio company of private equity client Fidelio Capital, in connection with its acquisition of KW Property Management & Consulting, LLC, a Florida-based company that provides property management services to homeowner associations, condominium boards, cooperative boards and townhome communities. </li><li>Tinicum and its portfolio company TSL Engineered Products in the sale of Advantek, a leading provider of highly engineered carrier tape and associated protective packaging products, to Cornell Capital.</li></ul>

Joshua Lerner

Gretchen Dougherty is an associate in Morrison Foerster’s Denver office and a member of the firm’s Executive Compensation + Benefits practice.Gretchen advises public and private companies, as well as private equity sponsors, on compensation and benefits issues arising in mergers and acquisitions and other strategic transactions. She also supports clients on matters including public company disclosure and reporting obligations.Prior to joining Morrison Foerster, Gretchen was an associate at another leading law firm. Her experience includes structuring and implementing equity compensation arrangements, drafting and negotiating employment, severance, and change-in-control agreements.Gretchen earned her J.D. from New York University School of Law and her A.B. from Harvard College.

Gretchen Dougherty

Michael Schulman is a partner in the firm’s Global Employment and Labor Group and co-head of the firm’s Washington, D.C. Litigation Department.Michael regularly advises clients in connection with important workforce-related matters, including hiring and negotiating employment agreements for senior executives, sensitive executive separations, internal workplace investigations, employment claims and disputes, and employment issues arising in the context of mergers, acquisitions, bankruptcies and other corporate transactions. Michael is known for using a pragmatic, efficient, and results-oriented approach, focused on achieving his clients’ desired business outcomes.Michael regularly guides clients through complex workforce issues, including, for instance allegations of workplace misconduct; restrictive covenant drafting, enforcement, and strategic evaluation; worker classification and wage-and-hour compliance practices; and the unique issues that arise in a unionized workplace. Michael’s experience covers a broad range of employment and labor laws at the federal, state, and local level, including Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1866, the Americans with Disabilities Act, the Age Discrimination in Employment Act, the National Labor Relations Act, the Fair Labor Standards Act, the Fair Credit Reporting Act, the Uniformed Services Employment and Reemployment Rights Act, the Worker Adjustment and Retraining Notification Act, the Defend Trade Secrets Act, and corresponding state and local laws.Michael has unique experience addressing labor and employment matters that arise in connection with corporate transactions, particularly for private equity firms. Michael has represented clients in over 2,000 transactions, including many large-scale multinational mergers, acquisitions, and asset carve-outs. He regularly conducts acquisition-related labor and employment due diligence and advises clients on the employment and workforce integration or separation implications of mergers, acquisitions, sales, and financings.In the litigation context, Michael represents employers in U.S. federal and state court litigation, administrative agency proceedings, and arbitrations arising out of alleged labor and employment law violations. Michael defends employers against actions brought by government agencies, such as the Equal Employment Opportunity Commission and Department of Labor, as well as actions initiated by current and former employees. He also prosecutes suits against former employees and their new employers for breach of restrictive covenants.

Michael Schulman

Danielle Rich is an associate in the Employment + Labor Group of Morrison Foerster’s Washington, D.C. office.Danielle advises and defends companies that are dealing with a wide range of employment issues. A primary focus of Danielle’s practice is conducting labor and employment due diligence in connection with corporate transactions, and negotiating and drafting various employment, separation, and restrictive covenant agreements. Danielle routinely assists clients in a variety of employment matters, including employee performance management, wage-and-hour compliance, high-stakes terminations and reductions in force, discrimination and harassment policies and risk mitigation, and compliance with the prevailing wage laws.Danielle has represented employers before the U.S. Equal Employment Opportunity Commission and in other federal and state courts and agencies. She has successfully defended clients with claims of discrimination, defamation, retaliation, breach of contract, harassment, wrongful termination, and wage-and-hour violations.Prior to joining the firm, Danielle was an associate at an international AmLaw 100 law firm. While in law school, she worked as a judicial intern for the Honorable David A. Tapp in the U.S. Court of Federal Claims and served as a senior articles editor for the Public Contract Law Journal.

Danielle Rich

Melissa Crespo advises companies on high-stakes privacy, cybersecurity, and technology matters. Clients rely on her to quickly identify what matters, assess risk, and develop practical, defensible solutions. She regularly advises on matters involving emerging technologies and laws, and business models that do not fit neatly within existing frameworks.Melissa’s practice brings together counseling, regulatory investigations, strategic transactions, and incident response. That perspective informs every aspect of her advice. She understands how decisions made during product development may later be viewed by regulators, how privacy and cybersecurity issues can affect deal value and integration, and how policies and controls perform when tested by an incident.Melissa advises companies across the lifecycle of data use, from building privacy compliance programs and designing consumer-facing products, to commercializing data, as well as on the development and deployment of artificial intelligence.Drawing on her experience with state privacy laws and the FTC’s consumer protection authority, Melissa helps clients structure data-driven products, advertising, analytics, and monetization strategies in ways that are practical and defensible. She has substantial experience with children’s and teen privacy, online safety, age assurance, parental consent, and products designed for younger users.She has particular depth in health privacy and security. She advises healthcare, life sciences, digital health, and technology companies on HIPAA and other laws governing health information, including in connection with emerging technologies, research, digital advertising, interoperability, information blocking, and new uses of health data.Melissa regularly represents companies in privacy, cybersecurity, and consumer protection investigations before the Federal Trade Commission, the U.S. Department of Health and Human Services Office for Civil Rights, state attorneys general, and international regulators. She helps clients develop the factual and legal record, anticipating how regulators will assess a company’s conduct and decision-making, and positioning clients for an effective resolution.Her transactional practice includes advising on privacy and cybersecurity issues in acquisitions, investments, and other strategic transactions. That work sharpens her understanding of which issues can affect value, impede growth, or become post-closing problems, and makes her a more effective counselor to companies developing products, compliance programs, and long-term data strategies.Melissa also leads clients through significant data security incidents. She coordinates legal strategy from investigation and notification through remediation and regulatory response, giving her practical insight into how privacy and security decisions hold up under pressure.Melissa serves on Morrison Foerster’s Life Sciences Steering Committee and Interactive + Digital Media Steering Committee, reflecting her work across regulated industries, emerging technologies, and consumer-facing products.

Melissa Crespo

Carson Martinez is an associate in the Litigation Department of Morrison Foerster’s Boston office.Carson’s practice focuses on privacy and data security and consumer protection matters, with particular experience in compliance.Before joining Morrison Foerster, Carson was a summer associate at MoFo. Prior to her legal career, she advised cross-sector clients on policy matters pertaining to consumer health data privacy for a think tank. Additionally, Carson conducted compliance readiness assessments for the General Data Protection Regulation, California Consumer Privacy Act, and other privacy laws during her time at a major consulting firm.Carson received her J.D., cum laude, from the Boston University School of Law, where she served as editor of the Journal of Science and Technology Law. Carson received her B.S. in neuroscience from New York University and M.A. in bioethics and science policy from Duke University. During her time at NYU and Duke, she researched and worked on the policy and societal implications of emerging neuroscience and neurotechnologies at a think tank focused on neuroethics.

Carson Martinez

Kerry Jones is a partner in Morrison Foerster’s Global Antitrust Law Practice Group. Her practice includes supporting clients across the spectrum of antitrust and competition law matters, such as strategic counseling to manage antitrust risks, Hart-Scott-Rodino Act premerger notification filings, gun jumping and merger clearance advocacy, internal investigations, and antitrust litigation. Kerry has experience representing clients across a variety of industries, including telecommunications, semiconductors, artificial intelligence, robotics, and life sciences. She has experience representing domestic and multinational companies in federal courts.Kerry received her J.D. from the University of Virginia School of Law, where she served on the editorial board of the Virginia Journal of Law and Politics. Kerry is admitted to practice in Virginia and Washington, D.C.<h4>Representative Experience</h4>Kerry has supported clients in all phases of the antitrust review process including:<ul><li>Sprint Corp. and SoftBank, the controlling shareholder of Sprint, in the landmark $59 billion merger of Sprint and T-Mobile US, Inc., one of the largest telecommunications deals in history.</li><li>Sekisui House in its $4.9 billion acquisition of M.D.C. Holdings.</li><li>Unity Software in its $4.4 billion acquisition of ironSource.</li><li>Palo Alto Networks in its $3.35 billion acquisition of Chronosphere.</li><li>Sumitomo Forestry in its $4.5 billion acquisition of Tri Pointe Homes.</li><li>SoftBank in its acquisition of Ampere Computing for $6.5 billion.</li><li>SoftBank in its $4.4 billion investment in WeWork, and later its $10 billion investment in the company.</li><li>SoftBank in its $7.7 billion investment in Uber.</li><li>TOPPAN in its $1.8 billion acquisition of Sonoco’s thermoformed and flexibles packaging business.</li><li>Mobileye in its $15.3 billion acquisition by Intel.</li><li>Axalta Coating Systems in its purchase of assets divested in connection with the Federal Trade Commission’s review of an acquisition in its industry.</li><li>Boyd Gaming Corporation in its acquisition of three casinos and in its purchase of assets divested in connection with the Federal Trade Commission’s review of an acquisition in its industry.</li><li>ON Semiconductor in its $2.5 billion acquisition of Fairchild Semiconductor.</li></ul>

Kerry Jones

Alexa DiCunzolo is an associate in the Litigation Department of Morrison Foerster’s Washington, D.C. office and a member of the firm’s Global Antitrust Law Practice Group.Alexa represents clients in antitrust transactions and litigation, helping them mitigate risk, achieve their business objectives, and vigorously defend their interests when disputes arise.A significant portion of her practice focuses on transactional antitrust matters. She guides clients from initial deal structuring through closing, assessing and mitigating antitrust risk at every stage of the transaction. She regularly manages the Hart-Scott-Rodino (HSR) Act pre-merger notification process, including analyzing reportability and preparing and coordinating filings.Alexa also frequently manages all aspects of extended investigations by the U.S. Department of Justice, the Federal Trade Commission, and state attorneys general in support of transaction clearance. She develops overall strategies, oversees complex e-discovery workflows and data productions, prepares narrative and white paper submissions, negotiates with agency staff, and leads substantive advocacy efforts. When matters proceed to litigation, she supports merger litigation efforts through case strategy development, joint defense coordination, discovery management, economic and other expert engagements, drafting substantive pleadings and submissions, and trial and witness preparation.Beyond merger control, Alexa counsels clients on a broad range of antitrust compliance and commercial issues. Her experience includes vertical restraints, restrictive covenants, competitor collaborations, information exchanges, and pricing practices, including the use of algorithmic pricing tools. She also advises on interlocking directorates under Section 8 of the Clayton Act and Robinson-Patman Act considerations.Alexa earned her J.D. with honors from the George Washington University Law School, where she was a staff member of The Guide to International Research for the George Washington International Law Review. She graduated summa cum laude from Loyola University Maryland with a B.A. in political science and government.

Alexa Rae DiCunzolo

Matt Ferry is a partner in the San Diego office and a member of the firm’s Technology Transactions Group, advising innovative and mission-driven life sciences and frontier technology companies.Matt has more than a decade of experience in structuring, drafting, negotiating, and executing strategic transactions where intellectual property (IP), technology, data, and information assets drive the deal. Matt is passionate about advising innovative companies—from startups to large enterprises and nonprofits—that are developing technologies and solutions to improve peoples’ lives and address global challenges. His practice primarily focuses on clients across the life sciences and technology sectors, including:<ul><li>Pharmaceuticals and biotechnology (including small molecule pharmaceuticals, biologics, nanotherapeutics, drug discovery, antibodies, cell and gene therapy, CRISPR and other gene editing technologies, drug delivery, immunology, and oncology);</li><li>Medtech and healthtech (including medical devices, digital health, and other forms of software and hardware in diagnostic and therapeutic applications);</li><li>Food and agriculture (including in plants and crop sciences, agriculture and farming, alternative proteins, animal and plant production, food products and consumer goods, consumer packaged goods, and vitamins and supplements);</li><li>Cleantech (including renewable energy, biofuels, plastic recycling and carbon capture); and</li><li>Artificial intelligence/machine learning and their applications (including uses of generative AI, large language models, natural language processing, computer vision, predictive analytics, AI-enabled drug discovery, and AI applications in life sciences, agriculture, and clean technology).</li></ul>Matt’s clients value his responsiveness, his business-minded approach, and his ability to serve as a trusted advisor for strategic transactions. He leverages his previous experience in patent prosecution and IP litigation, as well as his deep interest in science and technology, to provide a holistic perspective and overall business strategy for his clients’ transactions.He advises clients in connection with:<ul><li> Commercial contracts across all stages of technology and product life cycles, from early-stage research and development through commercialization and post-market, including strategic alliances and collaborations, and co-development, asset sale and purchase, research and development, supply, manufacturing, and distribution, clinical trial, data sharing and licensing, service, and material transfer agreements.</li><li>Patent and technology license agreements in industry-to-industry, academic-to-industry, and government-to-industry settings.</li><li>IP and commercial contract matters that arise in connection with larger corporate transactions, including mergers and acquisitions, venture capital investments, joint ventures, spin-offs, SPACs, IPOs, and strategic investments, with a focus on IP and technology diligence and the drafting and negotiation of IP-related ancillary agreements, such as transition services agreements, IP assignment agreements, and license-back arrangements.</li><li>Early-stage company IP counseling and hygiene, including invention assignment agreements and IP protection strategies.</li></ul>To assist his clients, Matt draws on his technical knowledge that he developed in his undergraduate work at University of California, Berkeley, his graduate work at the California Institute of Technology, and his hobbyist scientific pursuits, including in physics, software, microwave instrumentation, and optics.<h4>Representative Transactions</h4><h5>Pharmaceuticals and Biotechnology</h5><ul><li>A multinational investment firm in its joint venture with a large public pharmaceutical company to source, develop, and commercialize therapeutic candidates.</li><li>A large institutional life sciences investor in its royalty purchase agreements.</li><li>A venture-backed biotech startup in its cross-border license and option agreement for radiotherapy technology.</li><li>A non-profit medical research organization in its license and collaboration agreements with various partners, including universities and for-profit institutions. </li><li>Eton Pharmaceuticals, Inc. in its acquisition of Galzin®, a small molecule treatment for an ultra-rare disease from Teva Pharmaceuticals.</li><li>A multinational pharmaceutical company in its manufacturing agreements.</li><li>A public mRNA technology company in its patent licensing strategy and evaluation agreements.</li><li>Eton Pharmaceuticals, Inc. in connection with its asset sale of several of its branded and generic injectable products to Dr. Reddy’s Laboratories.</li><li>A public pharmaceutical company in its purchase of three product lines from a Fortune 500 public pharmaceutical company.</li><li>A public pharmaceutical company in its sale of three product lines to a private equity-backed purchaser.</li><li>A public pharmaceutical company in numerous patent and technology asset purchases and sales, exclusive licensing arrangements, commercial alliances, and co-promotion agreements.</li><li>A public pharmaceutical company in several patent and technology asset purchases and sales, including its sale of three product lines focused on rare neurological diseases and associated assets to a private purchaser.</li><li>A venture-backed pharmaceutical company focused on treating rare diseases in China in several exclusive license and supply agreements.</li><li>A U.S. academic institution in numerous patent and technology exclusive licensing agreements, sponsored research agreements, option agreements, and term sheet negotiations.</li><li>A nanotherapeutic company in numerous research and collaboration agreements and licensing agreements.</li><li>A CRISPR-based company in numerous evaluation agreements, material transfer agreements, and collaboration agreements.</li><li>A startup company in its gene modification research agreement templates.</li></ul><h5>Medical Devices and Health Technology</h5><ul><li>A neurotech startup in its license and commercialization agreement with a large, public medical device company.</li><li>A medical device startup in its several exclusive patent and technology license agreements with a leading academic institution and its clinical trial agreements.</li><li>A digital health company in its collaboration agreement with a global distributor.</li><li>A medical device company in its multisite clinical trial agreements.</li><li>A public medical device company in its exclusive license and distribution agreement with a global medical device distributor.</li><li>A medical device incubator in its form technology and service agreements, patent license agreement from an academic institution, and sublicense agreements.</li><li>A public medical device company in its patent purchase from an individual physician.</li><li>A medical device company in its multi-country distribution agreements.</li></ul><h5>Food + Ag and AgTech</h5><ul><li>A leading berry company in its complex cross-border settlement and license agreement.</li><li>A Brazilian trait company in its cross-border commercial and IP licensing agreements.</li><li>A university spinout in its renegotiation of its university license agreement, sublicense agreements, and commercial partnerships.</li><li>An innovative plant protein startup in all forms of its commercial contracts and licensing, including its university research agreements, grower agreements, evaluation agreements, and material transfer agreements.</li><li>A plant genomics and gene editing company in its strategic alliance with a leading commercial nursery.</li><li>A food storage company in evaluating outbound technology licensing models and its outbound license terms.</li><li>A botanical active ingredient producer in its research collaboration agreement with a botanical ingredient biotechnology company.</li><li>An agtech company in its outbound license of its proprietary gene design platform to a biotechnology company.</li><li>A public agency in its licensing agreements for proprietary fruit varieties.</li><li>An agtech company in all forms of its commercial contracts, including university research agreements, NDAs, material transfer agreements, and evaluation agreements.</li><li>A novel infant formula company in its dozens of supply and manufacturing agreements with its ingredient suppliers and formula manufacturers.</li></ul><h5>Consumer Products</h5><ul><li>Grüns in its Series B preferred stock financing, including a $10 million primary investment at a $500 million post-money valuation led by Headline Global Growth and a $25 million secondary tender offer, with conversion of outstanding SAFEs and convertible notes.</li><li>David Protein (aka Linus Technology, Inc.), a cutting-edge brand offering high-protein, low-calorie nutrition and redefining how we think about fat, in its Series A financing and its acquisition of the company behind EPG—a plant-based fat substitute that replicates the texture and mouthfeel of traditional fat.</li><li>An adaptogenic, nootropic, functional beverage, and other companies in their third-party logistics, supply, distribution, and licensing agreements.</li></ul><h5>Clean Technology</h5><ul><li>A large non-profit in its investment decisions. </li><li>A public carbon credit investing company in its collaboration agreement with air quality monitoring company.</li><li>A venture-backed clean technology startup in its international collaboration agreements.</li><li>A venture-backed clean technology startup in its technology license and service agreement with international public energy company and other licensees.</li></ul><h5>Artificial Intelligence and Machine Learning</h5><ul><li>A cybersecurity startup in all of its customer and vendor agreements.</li><li>A hardware/software combination company in its negotiation of customer POC agreements, evaluation agreements, and commercial deployments.</li><li>An alternative legal services provider in its suite of customer agreements.</li><li>A large consulting companies in their evaluation of AI terms for both vendors and customers.</li></ul>

Matthew Ferry

Brigid is a food, drug, and medical device lawyer who counsels life sciences companies on a wide range of U.S. Food & Drug Administration pre- and post-market regulatory issues.As the lead of our FDA + Healthcare Regulatory and Compliance Group, Brigid practices across the spectrum of FDA-regulated products, including medical devices, drugs, biologics, cell and gene therapies, food, cosmetics, dietary supplements, tobacco, laboratory-developed tests, in vitro diagnostics, radiation-emitting electronic products, combination products, and products that may not fit neatly into any of these categories. Accordingly, she counsels established and start-up companies in life sciences, healthcare, and consumer products on a wide range of FDA pre- and post-market regulatory issues. Brigid also frequently advises innovative product developers on threshold FDA jurisdictional questions and develops strategies for approval and marketing, while identifying and mitigating regulatory risks. In her day-to-day practice, Brigid advises on:<ul><li>product development and FDA’s pre-authorization requirements;</li><li>advertising and promotion of FDA-regulated products;</li><li>clinical trials regulation, including strategic advice for sponsors in receipt of a clinical hold;</li><li>responses to warning letters, Form 483s, import alerts, and FDA enforcement actions;</li><li>informal and formal dispute resolution for high-stakes issues;</li><li>compliance with FDA regulatory requirements such as current good manufacturing practice (GMP), quality system regulation (QSR), food safety preventive controls, adverse event reports, product recalls, radiological health issues, risk evaluation and mitigation strategies (REMS), pharmacy compounding and the new track-and-trace regulations for prescription drugs; and</li><li>technical legal questions involving the Food, Drug and Cosmetic Act (FDCA), the Public Health Service Act (PHSA), Federal Advisory Committee Act (FACA), Freedom of Information Act (FOIA), and the Administrative Procedure Act (APA). </li></ul>Brigid also has experience in the development, regulation, and procurement of medical countermeasures (MCMs) against chemical, biological, radiological, and nuclear (CBRN) threats and pandemic infectious diseases, including animal rule approvals and special incentives for the development of MCMs. Complementing her focus on FDA regulatory law, Brigid has a strong litigation background and has served as FDA counsel in product liability cases, civil litigation, international arbitration, and FDA enforcement proceedings. She particularly enjoys providing clients with advice that integrates technical, legal, and political considerations.Brigid maintains an active pro bono practice focused primarily on reproductive health and especially enjoys working with inventors who aim to improve health outcomes for mothers and infants in the peri- and post-natal period. She has represented several clients before the Social Security Administration in appealing denials of applications for disability benefits. She has also worked on several appeals in criminal cases in the District of Columbia.Brigid is a graduate of the University of Tulsa, where she earned her B.S. in biochemistry before attending law school at Stanford Law School. Prior to law school, Brigid worked as an Environmental Policy Analyst in the Office of the Secretary at the U.S. Department of Transportation. She has also worked as a benchtop scientist in a number of laboratories, including FDA’s National Center for Toxicological Research.<h4>Representative Experience</h4><ul><li>Counseled online marketplaces regarding FDA compliance and enforcement for a variety of products.</li><li>Advised development-stage companies on regulatory considerations and FDA engagement strategies related to development and launch of products based on disruptive technologies.</li><li>Advised consumer technology companies with respect to potential FDA regulation under the medical device provisions of the FDCA;</li><li>Served as FDA regulatory counsel to clients evaluating compliance issues under reporting provisions of Corporate Integrity Agreements and related negotiated resolutions of government investigations.</li><li>Helped a large, publicly traded drug company comply with the FDA’s new track-and-trace pedigree requirements for prescription drugs.</li><li>Led regulatory team on numerous initial public offerings (IPO), stock and asset purchase agreements, acquisitions, mergers, and other transactions for life science company.</li><li>Provided strategic advice, conducting regulatory assessments and negotiating key FDA-related terms in connection with due diligence for transactions and post-acquisition integration activities.</li><li>Developed policy positions related to FDA regulation of laboratory-developed tests (LDTs) for multiple clients in this space.</li><li>Represented manufacturers in matters involving regulatory letters, inquiries, advisory comment proceedings, competitor complaints and citizen petitions focused on their products and policy issues affecting their strategic priorities.</li><li>Advised on issues related to promotion of drugs and medical devices, including communication of pharmacoeconomic/healthcare economic information (HCEI), communications by medical science liaisons (MSLs).</li><li>Provided solutions-oriented advice to development-stage companies confronting FDA regulatory issues for the first time, including good clinical practices (GCP), investigator-initiated research (IIR), pre-approval communications and strategies for obtaining FDA approval.</li><li>Collaboratively advised client on FDA, ethical, and product liability issues associated with early termination of a clinical study involving an implanted medical device.</li></ul>

Brigid Bondoc

Megan focuses her practice on healthcare regulatory, operational, and transactional matters. As a member of the FDA + Healthcare Regulatory and Compliance Group, Megan provides guidance to participants in and across the healthcare industry, including digital health companies, healthcare systems, and healthcare startups. She helps companies develop, evaluate, and implement innovative business strategies in consideration of the complex, multijurisdictional regulatory requirements governing the healthcare industry.Megan also helps guide companies through various transactions, including corporate acquisitions, integrations, and affiliations, establishing management service organizations, and drafting professional services arrangements. She provides valuable guidance on issues pertaining to the Corporate Practice of Medicine, HIPAA compliance, day-to-day operational matters, issues concerning Medicare, Medicaid, and commercial payor reimbursement, drug-pricing, as well as licensure, certification, and scope of practice requirements. She counsels companies on issues pertaining to fraud and abuse concerns, including compliance with the Physician Self-Referral Law (the Stark Law), the Anti-Kickback Statute (AKS), the Eliminating Kickbacks in Recovery Act (EKRA), and the False Claims Act (FCA).Prior to joining Morrison Foerster, Megan practiced at full-service firms in D.C., as well as at a boutique healthcare firm in Virginia. Megan received her J.D. from the Emory University School of Law and earned her B.A. from the University of Virginia. She is an active member of the American Health Lawyers Association and has been recognized in Best Lawyers: Ones to Watch® in America since 2021.

Megan Dhillon

Of Counsel

Elena Klonoski is an associate in Morrison Foerster’s Boston office and a member of the firm’s FDA + Healthcare Regulatory and Compliance practice.Elena works with life sciences and food companies to address their most challenging issues. She works broadly across the spectrum of U.S. Food & Drug Administration (FDA)-regulated products, including pharmaceuticals, medical devices, dietary supplements, and food products. Her healthcare regulatory work includes compliance with federal regulation governing health information technology and state law governing the practice of medicine.In addition to her FDA-focused work, Elena works with the firm’s Investigations + White Collar Defense practice on healthcare-related enforcement matters. Prior to joining Morrison Foerster, Elena was a legal intern and extern at the Harvard Law School Food Law and Policy Clinic (FLPC). She prepared materials for and presented on FLPC’s 2023 Farm Bill recommendations to Congressional staff members. Elena was also a legal intern at a cannabis advisory firm, where she researched and wrote internal memos and drafted client letters on various cannabis business legal questions. Before law school, Elena worked at a nonprofit organization in Massachusetts where she organized large-scale events that promoted local food companies.Elena earned her J.D. from Boston University and her B.A. cum laude from Connecticut College. She is a member of the Alpha Kappa Delta International Honor Society of Sociology and received Honors Study and Distinction in the Major Field.