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MoFo Advises Sequlite on Sale to Fapon Biotech

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Morrison & Foerster advised Sequlite Genomics, a company that focuses on Next-Generation Sequencing (NGS), in connection with its sale to Fapon Biotech, a biotechnology services company based in China that develops, manufactures, and sells products that provide global diagnostic companies with high-performance in vitro diagnostic reagent raw materials, as well as reagent solutions and innovative open instrument platforms. Sequlite specializes in the research and development of high-throughput NGS instruments and reagents.



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Morrison & Foerster advised Sequlite Genomics, a company that focuses on developing Next-Generation Sequencing (NGS) technology, in connection with its sale to Fapon Biotech, a biotechnology services company based in China that develops, manufactures, and sells products that provide global diagnostic companies with high-performance in vitro diagnostic reagent raw materials, as well as reagent solutions and innovative open instrument platforms. Sequlite specializes in the research and development of NGS instruments and reagents.The MoFo team advising Sequlite was led by San Diego corporate partner Jim Krenn, together with San Diego corporate associates Andrew Dixon, Pat Boyle, Carey Hughes and Brennen Brodersen. The wider team included San Francisco tax partner Maureen Linch and tax associates Lauren Keller and Jessica Stern, San Francisco executive compensation partner Amanda Hines Gold and associate John O’Neill, Palo Alto labor of counsel Lloyd Aubry, Boston TTG partner Matt Karlyn and associate Mai Zymaris, Hong Kong TTG partner Chuan Sun, Hong Kong corporate senior of counsel Stephen Birkett, Beijing corporate associate Richard Ji, Shanghai corporate associate Tian Zhou, Washington D.C. partner Aki Bayz, and many others.

MoFo Advises Sequlite on Sale to Fapon Biotech

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Jim Krenn is a corporate partner and co-chair of the firm’s Emerging Companies + Venture Capital Group. Jim has extensive experience representing private and public companies and investors in significant business transactions from formation through liquidity. His practice focuses on mergers and acquisitions, venture capital financings, and emerging company counseling. His clients span a broad range of industries, with a concentration in life science and technology companies.Jim advises clients on private and public acquisitions on both the buy-side and sell-side across numerous transaction structures, including equity purchases, asset purchases, mergers, acquisitions, divestitures, cross-border transactions, and auctions. He has represented buyers and sellers in acquisitions and divestitures ranging from the low millions to over $1 billion.Jim counsels emerging and established life sciences and technology companies in equity financings and general corporate matters, and angel, corporate, and venture capital investors in investments in such companies. He has represented clients in hundreds of venture capital financings ranging from seed rounds to $100 million-plus later-stage rounds.In addition, Jim represents public companies in public offerings, other capital markets transactions, and SEC reporting and compliance matters, and advises boards of directors on corporate governance issues.Jim is member of the firm’s Life Sciences + Healthcare Group leadership team and Artificial Intelligence steering committee and serves on the Board of Directors of the San Diego Entrepreneurs Exchange.<h4 dir="ltr">Mergers and Acquisitions</h4><ul dir="ltr"><li dir="ltr">ACEA Biosciences, a medical instruments company, in its sale to Agilent Technologies (NYSE: A) for $250 million.</li><li>Adicet Bio (Nasdaq: ACET), a biopharmaceutical company, in its merger with a wholly owned subsidiary of resTORbio (Nasdaq: TORC) to create a combined publicly traded biotechnology company.</li><li>Alaska Energy & Resources Company, a parent company of a regulated electric utility in Alaska, in its $170 million sale to Avista (NYSE: AVA).</li><li>Astute Medical, a medical diagnostic company, in its $90 million sale to bioMérieux (EPA: BIM).</li><li>B. Riley Financial (Nasdaq: RILY), a diversified financial services company, in its $53 million private placement and merger with investment banking firm B. Riley & Co.</li><li>Biotix, a private equity-backed developer and manufacturer of laboratory consumables and liquid handling solutions, in its sale to Mettler-Toledo (NYSE: MTD).</li><li>California Cryobank, a private equity-backed leader in reproductive tissue donor services and stem cell banking, in multiple acquisitions.</li><li>Clean Energy Fuels (Nasdaq: CLNE), a provider of natural gas as an alternative fuel for vehicle fleets, in its sale for up to $180 million of components of its renewable natural gas business to BP (NYSE: BP).</li><li>Cogent (Nasdaq: COGT), a biometric identification solutions provider, in its $943 million sale to 3M (NYSE: MMM).</li><li>Deere & Company (NYSE: DE), an agricultural, construction, and forestry machinery corporation, in its planned acquisition of the precision planting unit of Monsanto (NYSE: MON).</li><li>Dosatron International, a distributor of water-powered dosing pumps and systems, in connection with its sale to Ingersoll Rand (NYSE:IR).</li><li>Gillco, a leading specialty ingredient provider, in its sale to Azelis (BR: AZE).</li><li>Mentor (NYSE: MNT), a leading supplier of medical products for the global aesthetic market, in its $1.12 billion sale to Johnson & Johnson (NYSE: JNJ).</li><li>Mitchell International, a developer of smart technology solutions, in its acquisition of Cogent Works.</li><li>MyChem, a provider of ultra-pure nucleotides, in connection with its sale to Maravai (NASDAQ: MRVI) for $240 million at closing with potential additional consideration.</li><li>Protomer Technologies, a biotechnology company, in its sale to Eli Lilly and Company (NYSE: LLY) with a potential value of over $1 billion with successful achievement of future development and commercial milestones.</li><li>Rakuten Medical, a biotechnology and medical device company, in its acquisition of Medlight SA and its acquisition of key assets and manufacturing technology from Li-Cor Biosciences.</li><li>Safebuilt Insurance Services, a managing general agent and insurance technology company, in its sale to Integrated Specialty Coverages.</li><li>Sequlite Genomics, a DNA sequencing firm, in connection with its sale to Fapon Biotech, a diagnostic technology company.</li><li>Tendo, a digital health software company, in its acquisition of MDsave, a healthcare marketplace company.</li><li>Wavestream, a provider of high-power solid-state amplifiers, in its $137 million sale to Spacenet, a subsidiary of Gilat Satellite Networks (Nasdaq: GILT).</li></ul><h4 dir="ltr">﻿Venture Financings</h4><ul><li dir="ltr">9amHealth, a provider of virtual diabetes care, in its $4 million Series Seed financing and $16 million Series A financing.</li><li>ACEA Biosciences, a developer of cell analysis instrumentation technologies, in its $30 million Series E Preferred Stock financing.</li><li>Adicet Bio, a biopharmaceutical company, in its Series A financing of up to $51 million, and $80 million Series B financing.</li><li>Astute Medical, a medical diagnostic company focused on high-risk medical conditions and diseases, in over $200 million of equity and debt financings.</li><li>Bidra as an investor in multiple equity financings.</li><li>Biolumic, an agtech company, in its $13.5 million Series B financing.</li><li>California Cryobank, a private equity-backed leader in reproductive tissue donor services and stem cell banking, in multiple equity and debt financings.</li><li>Carlsmed, a medical device and artificial intelligence company, in its $10 million Series A financing, $30 million Series B financing and $52.5 million Series C financing.</li><li>Crinetics as a strategic investor in Radionetics Oncology’s $52.5 million Series A financing.</li><li>Forward Ventures as an investor in multiple equity financings, convertible debt financings, and M&A transactions.</li><li>Foxen, a provider of financial technology solutions for the real estate industry, in its $44 million Series A financing.</li><li>Greenoaks Capital Partners and its affiliates as investors in multiple equity financings, debt financings, and secondary transactions.</li><li>GroupSolver, an artificial intelligence market research platform, in multiple preferred stock financings.</li><li>Hume.ai, an artificial intelligence company, in multiple preferred stock financings.</li><li>Oak Investment Partners as an investor in multiple preferred stock financings.</li><li>OrbiMed as an investor in multiple equity financings, debt financings, and M&A transactions.</li><li>Petuum, an artificial intelligence and machine learning software infrastructure provider, in its $93 million Series B financing.</li><li>Pi Health, an AI-enabled health technology and clinical research company, in its spin-out from BeiGene, Ltd. and $35 million Series A financing.</li><li>RA Capital as an investor in multiple equity financings.</li><li>Rakuten Medical, a biotechnology and medical device company, in over $730 million of debt and equity financings.</li><li>Softbank affiliates as investors in multiple equity financings.</li><li>Solarflare Communications, a software and hardware company, in over $200 million of equity and debt financings.</li><li>VoloAgri, an agriculture technology company focused on seed genetics, in over $150 million of equity financings.</li><li>Western Digital Capital as an investor in multiple preferred stock financings.</li></ul>

Jim Krenn

Co-Chair of Emerging Companies + Venture Capital Practice

Andrew Dixon is a corporate Of Counsel in the firm's San Diego office.Andrew represents clients across a wide range of Corporate matters, including general corporate, transactional and securities matters, mergers and acquisitions, and public and private offerings. Andrew’s representation of companies spans the entire corporate life-cycle, from formation to exit, and a diversity of industries and includes clients of all sizes, ranging from a single founder to large public companies.Andrew received his J.D. with honors from The University of Chicago Law School, where he was a John M. Olin Student Fellow in Law and Economics. He also participated in The University of Chicago Corporate Lab: Transactional Clinic and was a member of The Federalist Society. Andrew received his B.A. magna cum laude in history from the University of Dallas, where he was a recipient of the Fr. Louis J. Lekai award.

Andrew Dixon

Of Counsel

John O’Neill is an associate in the San Francisco office of Morrison & Foerster and a member of the firm’s Executive Compensation practice.John’s practice focuses on executive compensation matters including designing, drafting and negotiating executive employment agreements, administering equity incentive plans and awards, and handling executive compensation and employee benefits aspects of mergers and acquisitions, restructurings and financings. He regularly assists public and private companies in navigating tax (particularly Sections 280G and 409A) and securities law issues related to employee benefit plans and executive compensation.Mr. O’Neill earned his J.D. from University of California Hastings College of the Law and holds a B.A. in political science from the University of Arizona. Prior to joining the firm, Mr. O’Neill was with a Big Four accounting firm, where he focused on U.S. federal income tax considerations in connection with domestic and cross-border mergers and acquisitions.

John O'Neill

Associate

Lloyd W. Aubry, Jr. is a member of our Employment and Labor Group. Lloyd’s practice encompasses all aspects of employment and labor law, including litigation and counseling. He represents public and private clients in a variety of matters relating to wage and hour law, employment discrimination, wrongful discharge, safety and health issues, and National Labor Relations Act issues.Lloyd represents clients before administrative agencies and in state and federal courts. A significant part of his practice involves providing expert testimony and consulting on issues relating to the Department of Industrial Relations. In this capacity, he has assisted both employers and employees.Prior to joining Morrison Foerster, Lloyd served as the Director of the California Department of Industrial Relations, a cabinet level position, from 1991 to 1997. During his tenure as Director, the department successfully updated wage and hour regulations, including elimination of the daily overtime rule; reformed the state’s workers’ compensation laws resulting in a $4 billion decrease in premiums; and modernized the prevailing wage regulations. Also during his term as Director, Lloyd served as President of the National Association of Government Labor Officials, a national organization of state labor commissioners, secretaries, and directors.From 1989 to 1991, Lloyd practiced labor law in San Francisco, and from 1985 to 1989, he served as the State Labor Commissioner. In this position he headed the Division of Labor Standards Enforcement and was responsible for enforcing and interpreting wage and hour law, prevailing wage law, various retaliation statutes, and a number of licensing provisions. From 1981 to 1984, he served as a special assistant and counsel to the U.S. Secretary of Labor and to the Assistant Secretary for Policy, advising them on legal and policy issues. Shortly after, he was appointed by President Reagan as a member of the Commission on Agricultural Workers, a study commission created by the Immigration Reform and Control Act.Lloyd received his J.D. in 1975 from UCLA Law School and his B.A. in 1972 from Stanford University (Phi Beta Kappa, with distinction). He is a frequent lecturer and author on employment law matters and is the author of the California Wage and Hour Guide, published by the Employers’ Group.

Lloyd Aubry

Matt Karlyn has 25 years of experience in working with companies in the healthcare, pharmaceutical, medical device, and technology industries on a wide range of commercial life sciences, licensing, and technology transactions. His clients range from Fortune 100 companies to start-ups, and he regularly advises companies on matters involving IP commercialization, complex collaboration transactions, licensing initiatives, subscription-based economics, and business transactions related to the procurement, development, commercialization, and use of technology and life sciences products. He has also worked with a number of clients on corporate transactions including mergers and acquisitions, as well as private equity and venture capital financing.Matt is ranked Band 1 by Chambers USA for Intellectual Property: Licensing in Massachusetts. Clients in Chambers describe Matt as: “accessible and engaged, and he is really focused on getting the right answer for us."<h4>Life Sciences</h4>Life sciences clients, including pharmaceutical, medical device, and healthcare companies, rely on Matt for his breadth of knowledge in licensing, collaboration, and commercialization strategies across a wide range of transactions designed to strengthen operations and maximize value. Matt’s clients come from sectors across the global economy and include emerging companies, privately held companies, and many of the world’s biggest brands.Matt has broad experience with commercial transactions and agreements in the life sciences space, including:<ul><li>Intellectual property and technology licenses</li><li>Collaboration and development transactions</li><li>Commercialization agreements</li><li>Supply and manufacturing transactions</li></ul><h4>Technology</h4>Matt regularly advises on the use of technology in business, pricing strategies, and market terms across a wide variety of technology transactions that benefit clients both large and small. He has extensive experience negotiating a wide range of transactions, including:<ul><li>Enterprise resource planning and customer relationship management licensing and implementation transactions</li><li>Cloud-based transactions including software-as-a-services, platform-as-a-service, and infrastructure-as-a-service.</li><li>Software licensing</li><li>Supply chain and procurement deals</li></ul>Additionally, Matt has worked on many of the largest outsourcing transactions in the United States, representing numerous Fortune 100 companies on information technology, business process, finance and accounting, facilities services, and other outsourcing transactions.Matt is a frequent author and speaker on topics pertaining to drafting and negotiating commercial technology, outsourcing, and licensing transactions. He has published over 25 articles (including chapters in two books), given over 175 presentations on licensing, technology, outsourcing, and data security, and is the co-author of A Guide to IT Contracting: Checklists, Tools, and Techniques.Matt is currently co-chair of the Legal and Regulatory policy group at the Massachusetts Biotechnology Council. He served as chair of the New England Chapter of the International Association of Outsourcing Professionals, and served for five years on the board of directors of Julie’s Family Learning Program, a wellness program for mothers and children in South Boston.

Matt Karlyn

Partner

Chuan focuses his practice on cross-border M&A transactions; sophisticated technology, media, and telecom (TMT) transactions; and complex IP/commercial matters across Greater China.With 20 years of experience in both Asia and the U.S., Chuan regularly advises multinational corporations, state-owned enterprises, private companies, and PE/VC firms in complex cross-border M&A transactions, joint ventures, strategic alliances, and business separation transactions.Chuan also has significant experience in strategic corporate-commercial and technology transactions, including outsourcing, manufacturing, distribution, supply and franchising arrangements, and IP licensing arrangements across multiple industries. His TMT and IP regulatory experience includes telecommunications, e-commerce, internet, cyber security, data privacy, cloud computing, as well as telematics.Prior to joining MoFo, he worked in the Hong Kong office of a Magic Circle firm and the Chicago office of another leading international firm.Chuan co-authored the Hong Kong & mainland China chapters of Getting the Deal Through – Telecoms and Media, 2014, 2015 & 2016; the Hong Kong & mainland China chapters of Getting the Deal Through: Market Intelligence – Telecoms and Media, 2015; and the Hong Kong chapter of Sourcing World 2nd Edition 2015.Chuan is fluent in Mandarin and English.“Chuan Sun has a wealth of knowledge on his clients’ existing products and services offerings and a good understanding of what terms they are or are not willing to accept. This helps tremendously with contract negotiations.”“Chuan Sun has extensive experience in the technology space. Many other competitor firms in the technology space are not really pure IT lawyers, as they are more focus on privacy and trade marks or other related fields, as opposed to technology contracts such as SAP or Microsoft software license agreements. A normal general commercial lawyer would not be able to identify the same issues or raise the right questions, as they are not equipped with the technology know-how of the products and services, their benefits, and general industry standard terms and trending patterns in the market.” Legal 500 Asia Pacific 2020

孙川律师的执业领域集中在大中华区的跨境并购交易，复杂的技术、媒体和电信(TMT)交易以及复杂的知识产权/商务事宜。孙律师在亚洲和美国有19年工作经验，他经常代理跨国公司、国有企业、私人企业和私募股权/风险投资机构处理复杂的跨境并购交易、合资、战略联盟和业务拆分等交易。孙律师在战略性的公司商务和技术交易方面也拥有极为丰富的经验，包括外包、制造、分销、供应与特许经营安排，以及跨行业知识产权许可安排等。他在TMT和知识产权监管方面的经验包括电信、电子商务、互联网、网络安全、数据隐私、云计算以及车联网。在加入美富前，孙律师在一家 “魔法圈”律所(Magic Circle)的香港办事处和另一家领先的国际律所的芝加哥办事处工作。孙律师与他人合著了2014，2015和2016版《让交易推进下去––电信与媒体》(Getting the Deal Through – Telecoms and Media)中的香港和中国大陆章节，2015年版《让交易推进下去：市场情报––电信与媒体》(Getting the Deal Through: Market Intelligence – Telecoms and Media)中的香港和中国大陆章节，以及2015年《采购世界》第二版(Sourcing World 2nd Edition)的香港章节。2018年《亚太法律500强》指出“孙川律师十分高效、负责和实际。他非常擅长处理IT协议，包括软件许可和IT采购合同的相关事宜。他也十分善于处理跨境TMT交易。”孙律师精通普通话和英语。

Chuan Sun

Managing Partner, Shanghai

Stephen has practiced in Hong Kong for over 25 years and specializes in capital markets advisory and transactional matters, regulatory issues, and mergers and acquisitions transactions. His experience includes advising on the Hong Kong Stock Exchange Listing Rules, including numerous IPOs, and the Hong Kong Takeovers Code, as well as corporate and securities law and regulations generally. This includes advising clients on SFC licensing issues for intermediaries, non-contentious employment matters, and general commercial transactions.Prior to joining Morrison & Foerster, Stephen served for three years as Senior Director of Corporate Finance with the Securities and Futures Commission in Hong Kong. Before that, he was a partner and Head of Corporate Finance in a leading international firm in Hong Kong. He was a member of the Hong Kong Government Standing Committee on Company Law Reform from 2011 until the end of his six-year tenure.Stephen is a frequent speaker at conferences on Hong Kong securities legal issues and has authored chapters on the Hong Kong Takeovers Code and Listing Rules in the popular “Practitioner’s Guide” series.Stephen is fluent in French and Spanish.

白士文律师在香港的执业时间已超过25年，专门处理资本市场咨询和交易事宜、监管问题以及并购交易。他的经验包括就《香港联交所上市规则》提供法律意见，其中涉及多次首次公开发行、《香港收购守则》以及一般公司及证券法律法规事宜。他曾就中间机构获取证监会牌照事宜、无争议性雇佣事宜以及一般商业交易提供法律意见。在加入美富之前，白律师担任香港证券及期货事务监察委员会（证监会）的高级董事三年。之前亦曾经担任香港一家具领导地位的国际律师事务所的合伙人及企业融资部门主管。白律师从2011年起出任香港公司法改革常务委员会的成员，直至其六年任期期满为止。白律师经常就香港证券的法律问题发表演说，并且曾经撰写广受欢迎的“执业者指引”（Practitioner’s Guide）系列中有关《香港收购守则》及《上巿规则》的章节。白律师精通法语和西班牙语。