Ms. Schlossberg has extensive experience structuring, drafting, negotiating and advising on joint ventures, license agreements, research and development agreements, collaboration agreements, strategic alliances, co-marketing and co-promotion agreements, mergers and acquisitions, manufacturing and supply agreements, and consulting agreements. In addition, Ms. Schlossberg’s experience also includes conducting intellectual property diligence and evaluating technologies for her clients in the life sciences and other technology-based fields. Her clients include pharmaceutical, chemical, biotechnology, cosmetic, medical device and renewable energy companies, among others.
Ms. Schlossberg brings multiple perspectives to bear in representing her clients. Her educational background in molecular biophysics and biochemistry and her experience conducting scientific research at several academic institutions facilitates her ability to understand the scientific and technical, in addition to the legal, aspects of the transactions on which she advises. Ms. Schlossberg also has served as in-house counsel on a secondment basis to a Fortune 50 pharmaceutical company, during which time she structured, negotiated and advised on a wide array of pharmaceutical and biotechnology transactions and related issues from an in-house perspective.
In addition to her transactional work, Ms. Schlossberg also has significant experience in other types of life sciences and technology-intensive intellectual property-related matters. These matters include litigating patent infringement matters in federal court in the United States, representing clients in false advertising and consumer deception matters, and counseling clients on various intellectual property strategic issues.
Representative transactions include:
- ArQule in its pending sale to Merck for $2.7 billion;
- Achillion in its pending sale to Alexion for up to $1.225 billion;
- Vertex Pharmaceuticals in its acquisition of Semma Therapeutics for $950 million;
- DowDuPont in its separation into three independent public companies;
- Wendel SE in the pending $910 million acquisition of Crisis Prevention Institute from FFL Partners;
- Hasbro in its $522 million acquisition of Saban Brands’ “Power Rangers” and other entertainment assets;
- Abbott Laboratories in a license and supply agreement with Takeda Pharmaceutical Company Limited regarding rights to the oncology treatment Lupron®;
- Amylin Pharmaceuticals, Inc. in its $1.5 billion termination and reacquisition of its rights under its alliance agreements with Eli Lilly and Company with respect to the diabetes drugs Bydureon and Byetta, and intellectual property licenses and supply agreements entered into in connection with such transaction;
- DuPont in its merger of its Nutrition and Health Business with IFF through a reverse Morris trust transaction; its sale of a portion of its crop protection business to FMC Corporation in exchange for substantially all of FMC’s health and nutrition business and a balancing payment of $1.625 billion; its spin-off of its performance chemicals business; its $4.9 billion sale of its high performance coating business to The Carlyle Group; its 50/50 joint venture with Danisco USA, Inc. to develop cellulosic ethanol technology; and its $6.3 billion acquisition of Danisco A/S (Denmark), a global manufacturer of enzyme and food ingredients;
- Pfizer Inc. in its sale of its global infusion therapy business, Hospira Infusion Systems, to ICU Medical, Inc., its proposed $160 billion combination with Allergan, its proposed, but withdrawn, $115 billion acquisition of AstraZeneca through the formation of a new U.K. holding company, its initial public offering of its animal health business and the related research and development collaboration and license agreement and intellectual property license agreements between Pfizer Inc. and Zoetis Inc., its co-development agreement with Debiopharm, and various license, collaboration, co-development and other related agreements, including a license agreement granting AstraZeneca rights to Tremelimumab and a license agreement granting Arog Pharmaceuticals rights to Crenolanib;
- Valeant Pharmaceuticals in various acquisitions, including its acquisition of a dermatology product business from Sanofi, and its global strategic partnership with Living Proof, Inc.;
- Sanofi-Aventis, S.A. (FRA) and Merck & Co., Inc. (U.S.A.) in connection with their proposed divestiture of a significant part of their respective animal health businesses to multiple prospective buyers;
- Endo Pharmaceuticals in various strategic collaborations, acquisitions, and other matters, including its sale of its men’s health business to Boston Scientific and its acquisition of Penwest Pharmaceuticals;
- Permira Funds in the pending $2.4 billion acquisition of Cambrex Corporation; the pending acquisition of a majority stake in Axiom; the acquisition of a majority stake in Reformation; the $2.3 billion sale of its portfolio company Atrium Innovations to Nestlé S.A.; the acquisition of Lyophilization Services of New England, Inc.; and the $765 million sale of its portfolio company PHARMAQ Holding AS to Zoetis Inc;
- Stryker Corporation in its acquisition of privately-held CHG Hospital Beds, Inc. and
- in various other matters, including: a life sciences start-up in a sponsored research agreement with an academic institution; a large pharmaceutical company on a novel investment structure to fund clinical trials of a biopharmaceutical; a large biotechnology company on restructuring certain aspects of a licensing arrangement; a large pharmaceutical company on the termination and restructuring of an early stage research and development collaboration; and a biotechnology company regarding a potential collaboration agreement.