David C. Toner is a partner in the Corporate Practice Group. His practice focuses primarily on advising companies in connection with mergers, acquisitions and divestitures, private equity investments, joint ventures and strategic alliances. Mr. Toner also regularly advises corporations, limited liability companies and partnerships in connection with issues involving entity formation and governance.
Mr. Toner has significant experience in connection with complex commercial transactions in various industries including in the field of biotechnology, pharmaceuticals and medical devices. He also serves as outside general counsel to several companies including Fujirebio Diagnostics Inc., a biotechnology manufacturing company that is the world's leading supplier of diagnostic products for ovarian and breast cancer, Empire Education Group, the largest cosmetology school company in the United States, and Immaculata University. He is listed in Chambers USA: America's Leading Lawyers for Business for Corporate/M&A.
Mr. Toner has served as an Adjunct Professor of Law at Temple University James E. Beasley School of Law where he taught two courses: "Negotiating and Drafting Business Acquisition Documents" and "Accounting for Lawyers."
From 1991 to 1993, Mr. Toner served in-house with Centocor, Inc., a biopharmaceutical company in Malvern, Pennsylvania, most recently as General Counsel and Secretary. He is also a certified public accountant who served on the audit staff of Touche Ross & Co. (now Deloitte), is a former controller of the Philadelphia Eagles Football Club and was a manager in the Business Investigative Services Group of Coopers & Lybrand (now Pricewaterhouse Coopers).
Mergers and Acquisitions
· Represented Sancoa International Company and TubeDec, LLC, family owned affiliated companies that manufacture and supply products to Home & Personal Care customers in North America, in their $71 million sale to CCL Industries, a Canadian public company.
· Represented Clarion Capital Partners, a New York private equity firm, in connection with the sale of Strategic Outsourcing, Inc., a human resources outsourcing firm, to TriNet Group, Inc.
· Represented Sunoco Inc. in the sale of its polypropylene business, Sunoco Chemicals Inc., to Braskem SA for $350 million.
· Represented Clarion Capital Partners, a New York private equity firm, in connection with the sale of Hartmann Luggage to Samsonite.
· Represented Centocor, Inc. in connection with the $37 million sale of its worldwide oncology diagnostic business to Fujirebio Inc., a Japanese corporation.
· Represented Centocor, Inc. in connection with the sale of its diagnostic infectious disease business in England to Trinity Biotech plc, an Irish company.
· Represented J.C. Ehrlich Co. Inc. in connection with the sale of its business to Rentokil Initial plc, a publicly traded UK company, for $142 million.
· Represented Philadelphia Macaroni Co. in connection with its purchase of a pasta-manufacturing plant from Campbell Soup Co. and the negotiation of a 10-year supply agreement for pasta products with Campbell Soup.
· Represented a privately owned cable television system in connection with its $90 million sale to another privately owned cable television system.
· Represented a specialty pharmaceutical company in connection with a $106 million sale of its business to a private equity fund.
· Represented Empire Education Group in connection with the merger of its accredited cosmetology schools with the accredited cosmetology schools of Regis Corp., a publicly traded company.
· Represented Fujirebio Diagnostics Inc. in connection with its acquisition of all of the assets of American Biological Technologies in Seguin, Texas.
· Represented Fujirebio Diagnostics Inc. in connection with its acquisition of CanAg Diagnostics Ab, a biotechnology manufacturing firm in Gothenburg, Sweden.
· Represented Clarion Capital Partners in connection with its purchase of Hartmann Luggage from Brown-Foreman Corp.
· Represented American Refining Co. in connection with the sale of its transmix business to Buckeye Pipeline Co.
· Represented Hydac International GmbH, a German company, in connection with its acquisition of the filtration and mining-products division of Alco Industries, Inc.
· Represented Satelec Pierre Roland, a French manufacturer of dental products, in connection with the purchase of its U.S. distributor.
· Represented Octagen Investor Partnership, a U.S. pharmaceutical research and development company, in connection with the sale of all of its assets to a wholly owned subsidiary of Ipsen SA, a publicly traded French company.
· Represented a Pennsylvania private equity firm in connection with the acquisition of all the outstanding shares of UniRisX, Limited, a UK software-as-service company focused on the international insurance market.
· Counsel to Centocor, Inc. in connection with an investment agreement and sales-and-distribution agreement with Eli Lilly and Co. regarding the development and distribution of two of Centocor's pharmaceutical products. The transaction resulted in Eli Lilly making a $100 million investment in equity and product development of Centocor.
· Counsel to Centocor, Inc. in connection with its strategic alliance in the area of cancer therapy with The Wellcome Foundation and Burroughs Wellcome. The strategic alliance resulted in Wellcome making a $30 million initial equity and product rights investment in Centocor, with additional milestone payments of up to $70 million possible.
· Counsel to Sunoco, Inc. in connection with a cogeneration agreement with Florida Power & Light for the construction of a 700 MW gas-fired electrical generating facility at Sunoco's refinery in Marcus Hook, Pa., and a ground lease with Florida Power & Light for the construction of a gas-fired electrical generating facility at Sunoco's Philadelphia refinery.
· Counsel to Fujirebio Diagnostics, Inc. in connection with its product development and manufacturing agreements with Abbott Laboratories.
· Counsel to Targeted Diagnostics & Therapeutics, Inc., a privately owned biotechnology research and development company, in connection with an investment agreement and a development-and-license agreement with Millennium Pharmaceuticals, Inc. pursuant to which Millennium made an equity investment in Targeted Diagnostics, and Targeted Diagnostics granted an exclusive license to Millennium under certain patents and other intellectual property for uses in oncology therapeutics.
· Counsel to Fujirebio Diagnostics, Inc. in connection with its product development and manufacturing agreements with Becton Dickinson.
· Counsel to Targeted Diagnostics & Therapeutics, Inc., a privately owned biotechnology research and development company, in connection with a license and development agreement with Nycomed Imaging AS, a Norwegian corporation, for the development of a molecule for certain in vivo diagnostic imaging and therapeutic uses.
· Counsel to the Atlantic 10 Conference, an intercollegiate athletic conference, in connection with a television-rights agreement with TFN, the Football Network, for the production and telecast of conference football games.
· Counsel to the Atlantic 10 Conference, an intercollegiate athletic conference, in connection with agreements with ESPN, Inc., the sports cable network, providing for the telecast of the conference's regular season and playoff basketball games.
· Duane Morris LLP
- Partner, 1995-present
- Associate, 1986-1995
· Centocor, Inc., Malvern, Pennsylvania
- General Counsel and Secretary, 1992-1993
- Associate Corporate Counsel, 1991-1992
· Coopers & Lybrand CPAs, Philadelphia, Pennsylvania, Financial Consultant, 1984-1986
· Philadelphia Eagles Football Club, Philadelphia, Pennsylvania, Controller, 1981-1984
· Touche Ross & Co. CPAs, Philadelphia, Pennsylvania, Senior Accountant, 1978-1981
· American Bar Association
· Philadelphia Bar Association
· Pennsylvania Biotechnology Association
· BIO, the Biotechnology Industry Organization
Honors and Awards
· Listed in Chambers USA: America's Leading Lawyers for Business, 2007-2012 editions
· AV® Preeminent™ Peer Review Rated by Martindale-Hubbell
Publications and Speaking Engagements
· "It's More Than Just Money: Partners In 'Strategic Alliance' Must Focus On All Aspects Of The Deal," Atlantic Coast In-House, January 2004
Selected Speaking Engagements
· Panelist, "Brokering Strategic Alliances & Partnerships," Arthritis Foundation ROI Symposium, September 2004
· Panelist, "Asset Purchase Agreement - Part of the Commercial Document Series," Pennsylvania Bar Institute Seminar, July 25, 2003
· Moderator, "Strategic Alliances -- Managing the Relationship," Sixth Annual Symposium of the Pennsylvania Biotechnology Association, Philadelphia, Pennsylvania, April 1997
· Speaker, "Choosing the Right Form of Business Entity: Tax and Non-Tax Factors to Consider," Small Business Development Center Professional Development Conference, Philadelphia, Pennsylvania, November 1996
· Panelist, "Applied Issues in Licensing," sponsored by the Pennsylvania Biotechnology Association, December 1995
· Speaker, "The Accountant's Role in Mergers and Acquisitions," Institute of Management Accountants Continuing Professional Education Seminar, September 1995
· Panelist, "What are the Practical Issues of Building Alliances?," Fifth Annual Symposium of the Pennsylvania Biotechnology Association, April 1995