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MoFo Advises Krystal Biotech in Underwritten Common Stock Offering

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MoFo represented Krystal Biotech, Inc. in its $143.75 million common stock offering at $65 per share. Goldman Sachs & Co. LLC, Cowen, and Evercore ISI acted as joint book-running managers for the offering. H.C. Wainwright & Co. acted as lead manager for the offering and Ladenburg Thalmann & Co. Inc. and SMBC Nikko acted as co-managers.

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MoFo represented Krystal Biotech, Inc. in its $143.75 million common stock offering at $65 per share. Goldman Sachs & Co. LLC, Cowen, and Evercore ISI acted as joint book-running managers for the offering. H.C. Wainwright & Co. acted as lead manager for the offering and Ladenburg Thalmann & Co. Inc. and SMBC Nikko acted as co-managers. The deal team was led by John Campbell and included corporate associates John Hensley, Hillary Daniels, and Ken Taylor. Partner Jim Mullen and associate Bu Yin provided intellectual property counsel on the matter. Krystal (NASDAQ: KRYS) is a pivotal-stage gene therapy company leveraging its novel, redosable gene therapy platform and in-house manufacturing capabilities to develop therapies to treat serious rare diseases. MoFo has represented the company in corporate and intellectual property matters since its inception in 2016.Read a <a target="_blank" href="https://ir.krystalbio.com/news-releases/news-release-details/krystal-biotech-announces-pricing-upsized-125-million-public">news release</a> relating to the offering.

MoFo Advises Krystal Biotech in Underwritten Common Stock Offering

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John Hensley is a partner in the firm’s Capital Markets and Public Company Advisory & Governance practices. He represents publicly and privately held companies in a variety of corporate and securities law matters.John represents both issuers and underwriters in initial public offerings, follow-on offerings and private placements, including offerings of common and preferred equity, debt, and convertible debt. In addition, John regularly advises numerous public company clients regarding general business matters, corporate governance issues and compliance with the U.S. federal securities laws and the requirements of the New York Stock Exchange and Nasdaq.<h4 dir="ltr">Representative Experience</h4><ul><li dir="ltr">Represented Arm Holdings plc (NASDAQ:ARM), the world’s leading semiconductor IP company, in its blockbuster $5.22 billion USD IPO on Nasdaq, the largest IPO of 2023</li><li dir="ltr">Represented Centuri Holdings and parent company Southwest Gas Holdings in $353 million IPO and concurrent private placement</li></ul><ul dir="ltr"><li dir="ltr">Represented Krystal Biotech, Inc. (NASDAQ:KRYS) in multiple equity offerings, with an aggregate value of approximately $635 million</li><li dir="ltr">Represented Southwest Gas Holdings, Inc. in its $238.4 million public offering of common stock</li><li dir="ltr">Represented UDR, Inc. (NYSE:UDR) in connection with multiple public debt offerings with an aggregate value of approximately $1.3 billion and in connection with multiple public equity offerings with an aggregate value of over $2 billion</li><li dir="ltr">Advised eBay Inc. (NASDAQ:EBAY) in connection with a $1.15 billion offering of senior unsecured notes under its existing shelf registration statement and in connection with a $2.5 billion offering of senior unsecured notes under its existing shelf registration statement</li><li dir="ltr">Advised Sky Harbour LLC, a developer of private aviation infrastructure, in connection with its business combination agreement with Yellowstone Acquisition Company (NASDAQ: YSAC, YSACU, and YSACW), a publicly traded SPAC sponsored by Boston Omaha Corporation (NASDAQ:BOMN); as part of the business combination with Sky Harbour, a subsidiary of Boston Omaha purchased 10,000,000 shares of Yellowstone Class A common stock and acquired additional shares of Class A common stock and warrants to purchase Class A common stock as Yellowstone’s sponsor.</li><li dir="ltr">Represented Vontier Corporation (NYSE:VNT) in connection with its 144A private offering of $1.6 billion in senior notes</li><li dir="ltr">Represented Education Realty Trust, Inc. (NYSE:EDR) in connection with multiple public offerings of debt and equity securities resulting in proceeds in excess of $2.0 billion</li><li dir="ltr">Represented Farmland Partners Inc. (NYSE:FPI) in its $53.2 million initial public offering, its $46.5 million and $37.0 million follow-on offerings, and its $25.0 million at-the-market equity offering</li><li dir="ltr">Represented the underwriters in connection with registered offerings of over $33 billion of fixed and floating rate notes by Shell International Finance, the U.S. financing subsidiary of Royal Dutch Shell Plc</li><li dir="ltr">Represented the underwriters in connection with the registered offering of $5 billion of notes by Novartis Capital Corporation, the U.S. financing subsidiary of Novartis AG</li><li dir="ltr">Represented the underwriters in connection with Plymouth Industrial REIT’s approximately $58 million initial public offering, multiple follow-on offerings of common stock, and $45 million offering of preferred stock</li><li dir="ltr">Represented Southwest Gas Corporation in multiple registered debt offerings of over $1.6 billion in the aggregate</li><li dir="ltr">Represented Vonage Holdings Corp. in connection with its $300 million Rule 144A offering of convertible notes</li><li dir="ltr">Represented MedEquities Realty Trust, Inc. (NYSE:MRT) in its $275 million initial public offering</li><li dir="ltr">Represented Inovalon Holdings, Inc. (NASDAQ:INOV) in its $685 million initial public offering</li><li dir="ltr">Represented Veeco Instruments Inc. (NASDAQ:VECO) in two 144A convertible notes offerings of $425 million in the aggregate</li><li dir="ltr">Represented onsemi (NASDAQ:ON) in its $500 million Rule 144A offering of 1.625% senior convertible notes and in its $700 million offering of 3.875% senior unsecured notes</li><li dir="ltr">Represented the sales agents in connection with Equity Residential’s (NYSE:EQR) at-the-market offering program of 13 million common shares</li><li dir="ltr">Represented the underwriters in connection with the establishment of a $300 million at-the-market (ATM) equity offering program by Apple Hospitality REIT</li></ul>

John Hensley

Partner

Ken Taylor is a corporate associate in the firm's San Francisco office.Ken earned his J.D. from the UC Berkeley School of Law. Prior to attending law school, Ken worked as a paralegal. He holds a B.A. from UC San Diego.Before joining Morrison & Foerster’s Corporate Department, Ken was a summer associate in the Tokyo office during the summer of 2019.Ken is proficient in Japanese.

Ken Taylor

Associate

For over a decade, Bu Yin has been working with innovative companies, institutions, and investors in the biotech, pharma, medical device, and agriculture sectors. While patent drafting and prosecution are the bread and butter of his practice, Bu also has extensive experience in providing support for transactional matters, litigation, and patent office proceedings.Bu strives to add value to clients’ businesses by gaining deep understanding of the technologies and providing tailored IP strategies to support the business objectives. Drawing on his scientific training and patent expertise, Bu has become a go-to person for interdisciplinary technologies in the life sciences.Biopharmaceuticals: Bu’s research experience focused on molecular biology and immunology and his patent experience spans a wide spectrum of modalities, including antibodies and other protein therapeutics, viral and non-viral gene therapies, genome editing, cell therapies (e.g., stem cells and CAR-T cells), vaccines, modified nucleic acids (e.g., RNA-based therapeutics), antibiotics, and small molecule drugs, as well as drug formulations and drug delivery systems.Representative matters include:<ul><li>Portfolio management and company side IP due diligence relating to the entire pipeline of a clinical-stage company developing gene therapies for oncology, dermatology, and pulmonology indications;</li><li>IPO due diligence, cross-border R&D collaboration, and patent prosecution for a multinational biopharmaceutical company developing immuno-oncology and vaccine products;</li><li>Litigation support for a case involving a groundbreaking antibody platform technology;</li><li>Patentability analysis and patent prosecution for a biotech company relating to its therapeutic antibodies and antibody drug conjugates (ADCs);</li><li>IP due diligence for various investors in matters involving brand biologics, biosimilar products, mRNA/self-replicating RNA/self-amplifying RNA technologies, CRIPSR/Cas, antibiotics screening, and therapeutics for kidney and eye diseases; and</li><li>Patent prosecution for major global biopharma companies relating to kinase inhibitors, checkpoint inhibitors, cytokines, small peptide therapeutics, TCR-like antibodies, diagnostic and prognostic biomarkers, glyco-engineered therapeutics, personalized medicine, and various combination therapies.</li></ul>Advanced Omics Technologies: Bu has developed extensive patent experience in DNA, RNA, and protein detection and analysis. He is well versed in various immunological assays, PCR assays, next-generation sequencing chemistries, sample preparation, and multi-omics data collection and analysis, particularly those useful for high-throughput, single-cell, spatial, and/or in situ analysis of biomolecules.Representative matters include:<ul><li>Application drafting and patent clearance relating product launch for a company providing powerful tools for life sciences research;</li><li>Patent office proceedings and transactional matters for a commercial-stage precision medicine company developing early cancer detection products;</li><li>Development of patent portfolio for a company developing single-molecule nucleic acid sequencing-based diagnostics, including pandemic scale, point-of-care diagnostics for infectious diseases;</li><li>Patent procurement and counseling for a VC-backed company developing high-throughput, multiplex protein sequencing solutions; and</li><li>Investor/buyer-side IP due diligence and patent prosecution for various clients relating to lateral flow tests (e.g., at-home tests for pregnancy, HIV, or COVID-19), devices, and consumables; rapid PCR tests; and solid phase DNA sequencing devices.</li></ul>Agriculture and food: Bu also has patent experience in the AgTech space. Representative matters include:<ul><li>Global patent portfolio management and collaboration for a leading developer of engineered insects for disease and agriculture pest control;</li><li>Investor/buyer-side IP due diligence for various clients relating to microbiome-inspired feed supplements for livestock; microbial fertilizers; precision fermentation; edible coating for fruits and vegetables; alternative, nature-equivalent proteins; biocatalysts; synthetic pheromones for insect control; and engineered organisms such as insects and plants.</li></ul>Medical device: Bu actively works with medical device companies to develop their IP portfolios, attract capital, and secure market advantage. Representative matters include:<ul><li>All aspects of patent counseling for a company developing soft robotic devices and endoscopic products;</li><li>All aspects of patent counseling for a company in connection with ophthalmic surgical devices, drug formulations, and companion diagnostics; and</li><li>IP due diligence for a global investment company in matters involving dental devices, interventional pulmonology, and vascular medical devices.</li></ul>Bu earned his J.D. cum laude and a certificate in the Business and Corporate Law concentration while working full time as a patent agent. He was a member of the San Diego International Law Journal and received multiple CALI Awards recognizing highest grades in classes. Bu was a Presidential Postdoctoral Fellow at Novartis, and conducted his Ph.D. research at the Children’s Hospital of Philadelphia and the Wistar Institute. His research focused on genetics and epigenetics of DNA damage and repair during lymphocyte development, mechanisms of antibody production and cellular immunity, and genomic instability. Bu was also trained in advanced biotechnology and bioinformatics at Uppsala University, Sweden, and completed research in neurobiology, peptide biochemistry, and organic synthesis of viral inhibitors at Tsinghua University, China.

Bu Yin

Capital Markets