Tags: venture capital, business law, ABA, private equity, Corporate, panel, M&A transactions
add a comment
Corporate partner Mary Beth Kerrigan will be a panelist at this year’s ABA Business Law Annual Meeting in Boston. Mary Beth will discuss management carve-out plans on the panel entitled “Venture-Backed M&A: Special Considerations”.
The annual meeting will include dozens of panels with varying topics and networking opportunities. Read all about the conference and MBBP’s involvement on our M&A Today blog.
7th Circuit Rejects Fee Only Settlement 08/25/2016Posted by Morse, Barnes-Brown Pendleton in Client News, Corporate, M&A.
Tags: 7th circuit court, court of appeals, merger, mergers, settlement, transaction, transactions
add a comment
Ruling that the value of certain supplemental transaction disclosures in the context of a $15 billion merger was “nil,” the Seventh Circuit Court of Appeals recently overturned an award of attorneys’ fees to plaintiffs’ counsel in the context of merger litigation. On August 10, 2016, in the case In Re: Walgreen Co. Stockholder Litigation, case number 15-3799, writing for the 7th Circuit, Judge Posner, following a recent trend of decisions denying requests for attorneys’ fees to attorneys representing shareholders challenging a merger, adopted Delaware’s Trulia standard for approval of such settlements.
To read more about the court’s decision, read the full post on our M&A blog.
Tags: commonwealth, entrepreneur, entrepreneurs, grant, innovation, massachusetts, massachusetts technology collaborative, MassDevelopment, metrowest, military veterans, startup, startups, technology incubator, techsandbox, veteran, Veterans
add a comment
Morse, Barnes-Brown & Pendleton sponsored organization and client, TechSandBox, announced its partnership with MassDevelopment and the Massachusetts Technology Collaborative (“MassTech”) in the launch of a new program for military veterans. The Military Veteran Entrepreneurs in Technology program (“VET”) is for veterans who are starting and growing new ventures in innovation-focused sectors and will provide support via mentoring, networking, and advising, among other services.
Through its involvement with VET, TechSandBox will supply veterans with the necessary resources to create and foster successful startups. Specifically, TechSandBox will document the needs of the veterans, deliver programming for entrepreneurial development, and provide a network of other entrepreneurs in which the veterans can interact.
The VET will serve veterans in the MetroWest region and the Commonwealth. The program will begin with a pilot phase, which will last for 18 months. MassDevelopment and MassTech provided a combined grant of $53,101 for the pilot program. For more information about the program, view TechSandBox’s website.
TechSandBox is a technology incubator for innovation-driven companies. Its mission is to accelerate the success of science and technology entrepreneurs. MBBP is proud of its client’s community-focused approach and the commitment to veterans through this new program.
Tags: biomedical, biotech, biotechnology, Diabetes, diabetes cure, disease, Harvard, insulin, Semma Therapeutics, stem cells, technology
add a comment
A group of Boston-area health institutions, known as the Boston Autologous Islet Replacement Program, are teaming up to develop, test and deploy stem cells to cure diabetes. The group includes the Harvard Stem Cell Institute, Brigham and Women’s Hospital, the Joslin Diabetes Center, Dana-Farber Cancer Institute and Semma Therapeutics.
The innovation began when Doug Melton, Co-Director of Harvard Stem Cell Institute and Co-Founder of Semma Therapeutics, developed a way to turn embryonic stem cells into insulin-producing beta cells without needing to put the cells into mice to mature. After this discovery, he knew he had to get these beta cells into humans but that it was going to take a group with the proper qualifications.
Melton explains, “No one institution anywhere has the expertise and technical abilities to make this kind of clinical trial possible, but in the unique Harvard biomedical ecosystem, we are able to bring all the necessary expertise and infrastructure to bear.” This new organization has the goal of testing the created beta cells in human patients within three years.
Congratulations to our client Harvard on these exciting new developments! For more information, read the full article.
Interview with MBBP Client Valeritas Included in Wall Street Transcript Medical Devices Report 08/09/2016Posted by Morse, Barnes-Brown Pendleton in Client News, Intellectual Property, Life Sciences, Medical Devices.
Tags: Diabetes, insulin delivery, Intellectual Property, ip, John Timberlake, medical device, medical devices, medical technology, patent, type II diabetes, V-Go, Valeritas, wall street transcript
add a comment
The most recent Wall Street Transcript Medical Devices Report includes an interview with Valeritas, Inc.’s CEO, John Timberlake. Timberlake discusses in detail Valeritas’s V-Go Disposable Insulin Delivery Device. The V-Go is a wearable basal-bolus insulin delivery device that allows patients to deliver insulin at a continuous preset basal rate, with bolus delivery as needed. The V-Go has been cleared for use in the United States and in Europe. The fact that V-Go is a wearable product with scheduled insulin delivery enables patients to more easily go about their daily routines without having to stop to deliver insulin, and also allows them to discreetly deliver insulin during mealtimes without drawing attention to the act.
Valeritas is a commercial-stage medical technology company that develops new Type II diabetes technology products aimed at improving the lives of patients with Type II diabetes. For more information about Valeritas and its V-Go product, read the full interview with The Wall Street Transcript.
Firm Client Applied BioMath Recognized in Greater Boston’s 2016 Small Business of the Year Awards 08/02/2016Posted by Morse, Barnes-Brown Pendleton in Client News, Corporate, Life Sciences.
Tags: Applied BioMath, chamber of commerce, client, drug invention, greater boston chamber of commerce, innovation, Life Sciences, small business, small business of the year awards
add a comment
MBBP is thrilled to announce that client Applied BioMath, LLC is one of ten winners of the 2016 Small Business of the Year Awards (SBOY), announced by The Greater Boston Chamber of Commerce. The SBOY recognizes smaller for-profit companies within the Greater Boston area who possess product innovation, workplace excellence, community and social responsibility, strong financial performance, and achievement in management.
Applied BioMath, LLC was founded in 2013 with the goal of transforming the quality and the economics of drug invention by applying advanced mathematical analysis at critical decision points in the drug invention process. The ten award winners will be recognized at the event “Nailed It: A Conversation with Successful Business Leaders”, which will be held on October 6th.
MBBP assisted Applied BioMath in drafting its various Service Agreements with customers, among other key legal services. Congratulations to our client in what is sure to be one of many successes!
Tags: baseball, big papi, david ortiz, entrepreneur, entrepreneurs, fanzcall, red sox, redsox, startup
add a comment
Fanzcall, an interactive live sports game app, announced that Boston Red Sox’s David Ortiz is now a shareholder in the Waltham-based startup company. Ortiz has an equity stake in the company, and will serve as an Ambassador. Fanzcall allows users to guess the outcome of at-bats during live games. It was founded by Anton Khinchuk and has already raised approximately $1.6 million through investors.
Regarding his involvement with Fanzcall, Ortiz remarked “I’m excited that the Fanzcall app allows baseball fans to become a part of the game they love… I love this opportunity to work with Fanzcall to extend my own love of the game, even after I retire.” The app is available for free in the App Store and in Google Play.
MBBP is thrilled to continue its work with client Fanzcall, and looks forward to witnessing its continued success!
Client Alert: EU-U.S. Privacy Shield Adopted 07/15/2016Posted by Morse, Barnes-Brown Pendleton in Client News.
add a comment
The European Commission Has Adopted and Launched
the EU-U.S. Privacy Shield
By: Faith Kasparian
Earlier this week, the European Commission adopted the EU-U.S. Privacy Shield – a new framework for transatlantic data flows. The European Commission’s Press Release announcing the Shield promises that the new framework “protects the fundamental rights of anyone in the EU whose personal data is transferred to the United States” and brings “legal clarity for businesses relying on transatlantic data transfers.”
The EU-U.S. Privacy Shield replaces the Safe Harbor framework, which previously governed data transfers between the EU and the U.S. until it was declared invalid by the Court of Justice of the European Union on October 6, 2015. On February 2, 2016, the EU and the U.S. reached political agreement as to the new Privacy Shield. The European Commission’s “adequacy decision” implementing the Privacy Shield was approved on July 12. See our prior Alerts on this subject here and here.
Read the full alert which includes the principal elements of the Privacy Shield.
Tags: Corista, Corista DP3, Digital pathology, medical device
add a comment
Exciting news for MBBP client Corista as Johns Hopkins Medicine, one of the leading health care systems in the United States, has successfully installed Corista’s DP3 system. The DP3 is a digital pathology network platform that removes the physical boundaries from pathology and enables real-time remote expert diagnoses. It is a workflow solution integrating multiple facilities, scanners, physicians, patients and Laboratory Information Systems.
Johns Hopkins is standardizing this DP3 system as its centralized digital pathology platform in order to streamline workflows among its five hospital centers. The overall objective is to provide more efficient and accurate flow of information across core systems that manage diverse functions in the hospital system. Specifically, the system will help improve each hospital’s Tumor Board process, integration of existing systems including LIS, and global remote access.
Congratulations, Corista! MBBP serves as general counsel to Corista and assisted in negotiating its contract with Johns Hopkins. For more information, visit Corista News & Events.
Tags: app, apptomics, bbk worldwide, clinical trial, entrepreneur, neurologists, parkinson's disease, patient recruitment, patients, startup
add a comment
Firm client BBK Worldwide is partnering with Wellesley-based digital health app maker, Apptomics, as it prepares to launch a one-year clinical trial in September. Using a combination of apps (iMotor and MyPD), for monitoring patients with Parkinson’s disease, the trial will test the effectiveness of these tools in impacting the management of Parkinson’s disease and health outcomes. iMotor measures objectively patients’ motor function by combining several variables and MyPD focuses on collecting data related to symptoms, medications, side effects sleep quality, and emotional status. Data collected are transmitted in reports to patients’ neurologists.
BBK Worldwide is the foremost patient recruitment and engagement technology firm, providing a range of award-winning creative services and technology solutions to the world’s most innovative pharmaceutical and biopharmaceutical companies and their outsourced suppliers, such as CROs and eClinical providers. Apptomics works to achieve optimal management of chronic neurological conditions, including Parkinson’s, through scientifically validated mobile applications that allow collection of objective and patient reported data on disease progression. BBK Worldwide is now a minority investor in Apptomics, with BBK Principal Matthew Stumm serving on the Apptomics Board of Directors.
The two companies will work to develop a collection of apps aimed at monitoring patients with chronic neurological diseases and relaying the information to their doctors. Apptomics has already had success with the iMotor app through two studies that clearly demonstrated the scientific effectiveness of its data collection. The app also proved able to distinguish Parkinson’s patients from healthy individuals, and distinguished with high sensitivity the effects of treatment plans.
Congratulations to both companies on their new venture!
Tags: client, clinical study, ConforMIS, employment law, joint replacement implants, knee replacement, medical technology
add a comment
ConforMIS, Inc., a medical technology company that manufactures and sells joint replacement implants, received positive results from its iTotal CR study. The iTotal CR is a fully customized implant for use in total knee replacement, and the study found that 92% of patients were satisfied with the product in the year after receiving a knee replacement.
In developing, manufacturing, and selling joint replacement implants, ConforMIS uses its iFit Image-to-Implant technology, which allows for a customized implant specifically designed to fit an individual’s anatomy. The iTotal CR study included 300 patients in the United States, and is still ongoing. The interim study results were presented at the 2016 SICOT International Orthopaedic “Specialized Knee Surgery” Conference in Germany, which ran from June 30th to July 2nd.
The positive feedback is consistent with a previous study that showed that patients noted significantly higher satisfaction with the ConforMIS iTotal CR in their knee replacements, than with off-the-shelf implants. The positive results speak to the benefits of anatomically customized implants, and illustrate how ConforMIS’s products are making a positive and lasting impact in the joint replacement implant market.
To read more about the study and ConforMIS’s technology, read the full article.
add a comment
MBBP’s Employment Law Group just released a follow-up Employment Law Alert on noncompetition reform. In the prior alert, clients were informed about a proposed bill, H. 4323, imposing strict new requirements on the use of employee noncompetition agreements in MA. Yesterday, the Massachusetts House of Representatives unanimously approved a slightly modified bill, H. 4434.
Learn more in our Employment Law Blog.
Tags: acquisition, biologic, biopharmaceutical, biotechnology, blue stream, charles river laboratories, clinical development, merger, merger and acquisition, pharmaceutical
add a comment
MBBP client Blue Stream Laboratories, an analytical contract research organization supporting the development of complex biologics and biosimilars, was acquired by Charles River Laboratories. Charles River Laboratories is a provider of essential products and services to help pharmaceutical and biotechnology companies, government agencies and leading academic institutions around the globe accelerate their research and drug development efforts.
According to Blue Stream, “The synergy of combining Blue Stream’s core expertise with Charles River’s existing broad portfolio of biopharmaceutical clinical development and supporting services creates a well-established services entity which can fully support biologic and biosimilar development.”
Morse, Barnes-Brown & Pendleton served as counsel to Blue Stream Laboratories and advised them in connection with the structuring, negotiation and documentation of this transaction. Shannon Zollo was the lead corporate attorney on MBBP’s team.
For more information, read the full news release.
Ad Network to pay $950,000 in civil penalties for alleged privacy misrepresentations and alleged COPPA violations 06/22/2016Posted by Morse, Barnes-Brown Pendleton in Client News, Internet and E-Commerce, New Resources.
Tags: Childrens online privacy act, deceptive trade practice, FTC, InMobi, privacy laws, settlement
add a comment
The Federal Trade Commission (FTC) today announced a settlement with InMobi, a Singapore-based mobile advertising network. The FTC alleged that InMobi engaged in deceptive trade practices in violation of Section 5(a) of the FTC Act by misrepresenting its practices regarding online consumer tracking and collection of information from children. The FTC also alleged that InMobi violated the Children’s Online Privacy Protection Act (COPPA) by failing to comply with COPPA’s notice requirements and failing to obtain verifiable parental consent before collecting and using personal information (including geolocation information) from children under the age of 13.
The penalties imposed were $4 million (suspended to $950,000 based on the company’s financial condition). This case underscores the importance of ensuring that privacy representations are accurate and complying with COPPA. Please contact Faith Kasparian if you have questions about privacy representations and/or whether COPPA applies to your business and how to comply.
MBBP Client Valeritas, Inc. Announced Positive Results for V-Go® Disposable Insulin Delivery Device 06/16/2016Posted by Morse, Barnes-Brown Pendleton in Client News.
Tags: client, insulin, insulin delivery, Life Sciences, medical devices, patient care
add a comment
MBBP client Valeritas, Inc. has recently announced positive results for four studies on their flagship product. Valeritas is a commercial-stage medical technology company focused on developing innovative solutions to improve health and quality of life of people with Type 2 diabetes.
Their flagship product is the V-Go® Disposable Insulin Delivery Device which is a small, wearable, disposable insulin delivery solution for the delivery of basal-bolus insulin therapy in adults with Type 2 diabetes.
The four studies were as followed:
Study 1: Evaluating the Impact on Diabetes Control with V-Go® For Patients with Diabetes not Achieving Optimal Control: A Retrospective Cohort Analysis in a Large Endocrine and Specialized Diabetes System
Study 2: Evaluating V-Go® In Patients 65 Years of Age or Older with Poorly Controlled Diabetes: A Health Outcome and Economic Analysis from an Endocrine and Diabetes Specialty System
Study 3: Optimizing Insulin Therapy in Older Adults in Long-Term Care: A Com parative Retrospective Analysis of V-Go® vs. Standard of Care
Study 4: Improved Glycemic Control in Patients with Type 2 Diabetes Switching to the V-Go® Insulin Delivery Device: A Prospective Study Utilizing Continuous Glucose Monitoring
These studies showed that when using, or switching to V-Go®, patients with diabetes experienced improved glycemic control, a reduction in A1C and cost savings when compared to comparison treatments. Overall, Dr. David Sutton remarks, “The studies that I am involved with provide data that continues to support the real-world clinical value of using V-Go® in patients that require insulin. Importantly, the data presented at ADA shows the value of V-Go® in older patients that require both a clinically-effective and cost-effective therapy.”
Great work, Valeritas, Inc.!
For more information, read Valeritas press release.
Tags: infringement, patent, patent law, seagate, supreme court
add a comment
The U.S. Supreme Court has just issued a decision in two unrelated cases that overturns the 2007 Federal Circuit ruling, known as “Seagate”. The Supreme Court considers Seagate to be “unduly rigid” and overly limiting as to the potential for enhanced damages in patent infringement cases.
Since 2007, under the now-overturned-Seagate-analysis, a patent infringer could more easily avoid paying treble, or otherwise enhanced damages for their infringing activity, by simply demonstrating that they had not acted in an “objectively reckless” manner regarding their infringing activities. This essentially meant that a patent infringer could escape paying higher damages as long as they could present virtually any form of explanation or reason as to why they did not consider their activity to be infringing. This could even, in some instances, include asserting a defense during the patent infringement trial that they ultimately lost, with nothing else such as a non-infringement opinion or other legal analysis.
Now in 2016, based on this overturned decision, a court can assess enhanced damages under 35 U.S.C. §284, including treble damages, for patent infringement activities at the discretion of the court. This decision eliminates the more rigid test requirements of Seagate, which means courts can now assess enhanced damages more often for less egregious infringing activities.
How does this affect you? The Supreme Court decision did not go so far as to specify whether willful infringement is required for an enhanced damages award (vs. a requirement that the infringement be “egregious”). As such, in a patent infringement case where infringement is found, the court will take into account all evidence and at its discretion decide at the end of a trial whether the patent infringer should be on the hook for enhanced damages or not. Many had interpreted the Seagate ruling of 2007 as reducing the need for non-infringement opinions to be drafted by attorneys as a protection against enhanced damages should infringement be found.
Whether or not you had that view in 2007, it is clear that now with Seagate being overruled you may want to more carefully consider whether you should obtain at least a legal memorandum or analysis, if not a full-fledged legal opinion, from your patent attorney if you are concerned about a competitor patent and whether your product may infringe. If nothing else, it appears that in light of this Supreme Court decision such documents from your attorney will now do more to protect you from enhanced damages, including treble damages, if you are found to infringe another’s patents.
For more information concerning this issue, please contact Sean D. Detweiler.
 Halo Electronics, Inc. v. Pulse Electronics, Inc., U.S., No. 14-1513, 6/13/2016; Stryker Corp. v. Zimmer, U.S., No. 14-1520, 6/13/2016
 In re Seagate Technology, LLC, 497 F. 3d 1360
Tags: data, investment firm, investsoft, morningstar, risk, software, workflow
add a comment
MBBP Client InvestSoft Technology, a provider of innovative software solutions designed to streamline workflow, reduce risk and harness the value of data throughout an organization, was acquired by Morningstar, Inc. (NASDAQ: MORN), a leading provider of independent investment research.
Todd Roitfarb, chief executive officer of InvestSoft, said, “InvestSoft understands the real-time needs of investment firms, and we pride ourselves on the speed and accuracy of our calculations and the seamlessness of our data processing. Now that we are part of Morningstar, we can reach and better serve more investors who need high-quality fixed-income analytics.”
MBBP has served as counsel to InvestSoft since 2009, and advised it in connection with the structuring, negotiation and documentation of this transaction. Jon Gworek was the lead attorney on MBBP’s team, which also included attorneys Howard Zaharoff and Matthew Loecker.
For more information, read the full news release here.