Practice/Industry Group Overview
Edwards Angell Palmer & Dodge LLP represents U.S. clients in their activities in Europe, the Americas, the Middle East, Asia, Australia, and Africa, as well as clients from dozens of countries with respect to activities in nearly all the US states. The firm has an interdisciplinary group of internationally-experienced attorneys, spread throughout its offices. The international group includes lawyers with decades of international commercial experience; many have lived and worked abroad and are multilingual.
Industries & Transactions
Our clients in cross-border matters include public and private companies and entities of all sizes in virtually every type of transaction. Examples of the industries involved include technology, life sciences, aviation, media & broadcasting, insurance/reinsurance, energy, investment management, precious metals, private equity, venture capital, manufacturing, telecommunications, and other areas. Types of international work performed are varied and include general counseling, M&A, financings, reorganizations, intellectual property licensing and most other forms of business transactions (see representative examples below).
Seamless Cross Border Advice & Tested, Established Resources
We pride ourselves in providing seamless, comprehensible, cross-border advice, bridging legal systems, customs, languages and terminology. The team understands the operational needs of established global businesses, as well as the needs of companies taking their initial step outside their home country. We draw on Edwards Angell Palmer & Dodge's more than 15 years of established relationships with independent, best-in-class law firms in key global commercial centers in 37 countries through our founding membership in a selective, international association of law firms (The World Law Group). In addition, the firm also has established relationships with other law firms and practices throughout the world (often highly specialized, such as in working with the EMEA for European drug regulatory issues), as well as consultants for such things as overseas corporate business partner diligence and investigations, certain aspects of FCPA reviews, foreign trade questions and Ex/Im and customs matters.
Mergers and Acquisitions
- We represented Great Hill Partners in acquiring Vigo Remittance Corporation several years ago, and then recently also in selling it. Vigo is a large electronic money transfer company, with services in 50 countries.
- We represented Beacon Power Corporation (U.S.) in its agreement to acquire a manufacturer (Vancouver, Canada) of digital and fiber optic products for electric power and grid monitoring and control, in a stock for stock deal.
- We represented MPM Capital (U.S.) in the acquisition of a majority stake in Idenix by Novartis AG for $255 million, plus contingent payments.
- We represented CSL Limited (Australia) in acquiring its global sera and cell culture reagents business (in several U.S. states and UK and Australia) eleven years ago, and then also recently in selling it for approximately $370 million in cash.
- We represented Ribopharma (Germany) in its merger with Alnylam Pharmaceuticals.
- We represented Epigenomics AG (Germany) in its acquisition of a US company in Seattle, Washington.
- We represented Carmen Systems (Sweden) in its acquisition of an Australian software resource optimization company in a stock for stock deal.
- We represented F&W Publications, Inc. an international book and magazine publisher, in its sale to an affiliate of ABRY Partners for approximately $500 million.
Corporate/Securities /Financing/Private Equity
- We form and advise the foreign operations of our U.S. clients, employing practices that we have standardized for key jurisdictions to address the questions of US executives.
- We act as US general counsel to the US subsidiaries and joint venture companies of clients headquartered outside the US.We represented Adherex Technologies in the dual listing of its shares on the Toronto Stock Exchange and the American Stock Exchange.
- We routinely assist overseas clients with their ADR's, Rule 144A offerings, 10b-5 opinions, etc.
- We represented Target Partners (Germany) in its investment in a U.S. software company.
- We represented Celtic House Venture Partners (Canada) in forming its third fund (C$280 million), the largest, private-independent venture capital fund ever raised in Canada, to focus on Canadian and UK technology companies in semiconductors, micro-electrical mechanical systems, optics and software.
- We represented a major Asian venture fund in its life sciences investments on the East Coast, including its proposed $60M investment in a US listed biotechnology company.
- We represented MPM Capital (U.S.) in its investment of up to $59 million in a biopharmaceutical company in England.
Insurance / Reinsurance
- We represent Kingsway Financial (Canada) in a variety of matters, such as the acquisition of two insurance companies, the company's compliance with U.S. regulatory requirements, tax planning and other issues.
- We have represented a number of insurance and reinsurance companies (for example, in France, Canada, and England) in major reinsurance arbitration.
Intellectual Property / Patent Portfolios / Licenses & Collaborations.
- We represent hundreds of U.S. and foreign companies in prosecuting cross-border patents in the U.S. and in other major countries, in IT, life sciences, manufacturing, electronics, and many other areas.
- We negotiate and document global partnering, licensing, IP and collaboration agreements for both US companies and foreign companies.
- We have represented Coley Pharmaceutical Group, Inc. in strategic collaborations involving their CpG oligonucleotides, including transactions with Aventis Pharma (now Sanofi-Aventis) for asthma and allergy, and with Pfizer Inc. for cancer.
- We represented Epigenomics AG (Germany) in its - 100 M cancer diagnostics collaboration with Roche (Switzerland).
- We represented Genzyme Corporation (U.S.) in its reacquisition of rights from Wyeth of U.S. and European rights to SynViscŪ, in a deal valued at more than $250 million, and in a license with Cambridge Antibody Technology (U.K.).
- We represented a Danish publicly quoted biotechnology company in the settlement of a patent dispute with a US NASDAQ biotechnology company, and a Swiss biotechnology company in its collaboration with a Danish biotechnology company.
- We represent Euroscreen SA (Belgium) in its business development transactions, including the in-licensing of patent rights of a US company and the out-licensing of the combined portfolio.
- We represented a U.S. software company in transaction processing system implementation, maintenance and licensing agreements in sixteen countries.
- We represent a German software company in its OEM agreements with Agilent and other US houses, its US distributors, and the operations of its US subsidiary.
- We represent a New Zealand software company in its agreements with US OEMs and contracts with the US Government; and a Swedish software company in its license agreements with U.S. airlines.
Manufacturing Operations / Turn-Key Plants/ Government Subsidies/Distribution
- We have represented a major semi-conductor equipment manufacturer on the purchase or lease of manufacturing operations in Mexico (including the complete maquiladora structure).
- We have represented various clients in setting up operations in industrial parks in Taiwan, Belgium, Spain, Ireland and other countries.
- We have advised various clients on government subsidy and employment creation grants in Singapore, Ireland, UK and other countries.
- We have advised various clients on distribution arrangements in approximately two dozen countries.
Labor & Employment, Data Protection/Privacy.
- We advise on employment and labor matters outside the US or involving the cross-border clash of legal requirements, and when appropriate, on measures to ensure compliance in client's overseas operations with US standards.
- We have represented a Swiss corporation in a sexual harassment claim brought by a California employee against a Swiss member of the Swiss parent company's Board.
- We have advised various companies on dismissals of employees in France, Germany, Benelux, and elsewhere.
- We have assisted a company regarding the formation and management of a European Works Council and of co-determination principles and practices, particularly in Europe.
- We represent Bose (U.S.) and other US multinationals in EU data privacy matters for their respective EU subsidiaries.
- In representing a German manufacturer of pharmaceuticals, specialty chemicals and building products against a U.S. class action for allegedly defective radiant heating panels distributed both in the U.S. and Europe, we assisted the German manufacturer in its. defense strategy against potential European claims.
- We represented a Spanish pharmaceutical company (the wholly-owned subsidiary of a U.S. client) in a patent infringement action in a Spanish court.
- We are defending a US client in U.S. and Cyprus courts against claims of wrongful termination of a Ukraine distribution agreement for health care products.
- We represent a large Asian electronics manufacturer in a dispute with a large U.S. electronics company involving dozens of patents.
- We represented an Italian sporting goods manufacturer in patent litigation with two U.S. competitors.
Listed below are a few of our firm's clients which we advise internationally:
- Celtic House Venture Partners
- MPM Capital
- Target Partners
- Genzyme Corporation
- CSL Limited
- Carmen Systems
- Great Hill Partners
- Beacon Power Corporation
- Atlantic Tele-Network
- Takeda Pharmaceuticals
- Sharp Corporation
- GTECH Corporation
- Euroscreen SA
- Joint Analytical Systems GmbH
- QRX Pharma
- Adherex Technologies, Inc.
- Absolute Communications
- CSM Instruments