Wayne Elowe concentrates his practice on business transactions, complex commercial transactions and general corporate matters on behalf of publicly traded and privately held multinational corporations, private equity funds, developers and other investors serving clients in the technology, healthcare, pharmaceutical, manufacturing, telecommunications, outsourcing, chemical, insurance and food industries. He has significant experience representing clients in connection with strategic alliances, joint ventures, complex licensing transactions, outsourcings, technology transactions and mergers and acquisitions, both domestically and in more than 40 countries across Europe, Asia and Latin America. Mr. Elowe also Co-Chairs the firm's Asia Business Services team and has more than 17 years of experience counseling clients in connection with the expansion and development of their businesses in China and in structuring and negotiating relationships with Chinese partners through joint ventures, contract manufacturing arrangements and other types of alliances. He also represents Chinese public and privately owned companies as their global counsel. Mr. Elowe was listed in the 2011 edition of Legal 500 US for Technology/Outsourcing. He was named a leading practitioner in Mergers and Acquisitions and Project Finance Law in 2011 by the prestigious Legal Media Group: Guide to Leading Practitioners - China. Mr. Elowe speaks proficient French. He is AV® rated by Martindale-Hubbell. Professional & Community Activities Case Western University Law Review, Former Notes Editor Industries Manufacturing; Technology & Software; Food, Beverage & Agriculture; Health & Life Sciences; Chemical; Pharmaceuticals; Biotechnology Experience Global License, Development and Commercialization agreement for Biotest AG, Served as lead counsel in representing Biotest AG (Biotest), a German publicly traded biotechnology company, in signing a global License, Development and Commercialization Agreement with Abbott Laboratories for the further development and commercialization of Biotest's BT-061, a novel anti-CD4 antibody for the treatment of Rheumatoid Arthritis (RA) and psoriasis. In connection with the deal, Biotest will receive an upfront payment of $85 million, and upon completion of certain milestones, additional payments totaling $395 million, plus royalties. Licensing for German pharmaceutical company, Represented a German pharmaceutical company in connection with a $400 million licensing and commercialization transaction to obtain rights to commercialize in the European Union patent technology rights and products developed by a U.S. biotechnology company. Health insurance association entry into China, Represented as lead counsel BlueCross BlueShield Association, a health insurance association, in connection with the strategic development of its business in China. Sale of subsidiary's assets for Blount International Inc., Represented Blount International Inc., a publicly traded manufacturer of lawn and garden equipment, in the sale of substantially all of the assets of its subsidiary, Dixon Industries Inc. to Husquvanna. Acquisition for Acuity Brands Inc., Served as buyer's counsel for Acuity Brands Lighting Inc., one of the world's leading providers of lighting fixtures and related products and services, in its acquisition of substantially all of the assets of Mark Lighting, Inc., a New Jersey-based manufacturer of lighting products. The purchase gave the client a strong presence in the Northeast, particularly the New York City metropolitan area, and complemented its recently opened sales and marketing office in New York City. The firm provided a complete spectrum of services to the client in connection with the purchase, including advisory services for environmental law, real estate, intellectual property, and labor and employment matters. Leveraged buyout by Industri Kapital, Represented Industri Kapital, a Swedish private equity fund, in a $500 million leveraged buyout of a U.S.-based specialty chemical business. Auction sale of French food distribution group for TLC Beatrice *, Served as lead counsel to TLC Beatrice, an international food conglomerate, in the $573 million auction sale of its French food distribution group with complex minority shareholder put/call issues and with fending off a last minute hostile tender offer launched by a competing French retailer. Auction sale of bottling businesses for TLC Beatrice International, The firm served as lead counsel to TLC Beatrice International, an international food conglomerate, in a $45 million auction sale of bottling business in the Netherlands and Belgium to management led buy-out group. Innovative strategic alliance for Acuity Brands Lighting Inc., Represented Acuity Brands Lighting Inc, one of the world's leading providers of lighting fixtures and related products and services, in connection with its venture capital investment in and strategic alliance with Renaissance Lighting to obtain a license to patented LED lighting technology. The transaction involved the evaluation of more than 44 patents and the negotiation of the parties' respective commercialization rights, joint development rights and related ownership rights concerning new intellectual property. Auction sale of snack food business for TLC Beatrice International, The firm served as lead counsel to TLC Beatrice International, an international food conglomerate, in a $120 million auction sale of snack food business in Ireland. Sale of holding companies for TLC Beatrice International *, Represented, as lead counsel, TLC Beatrice International, an international food conglomerate, in a €146 million sale of its holding companies located in the Netherlands. Venture capital investments for TLC Beatrice *, Represented, as lead counsel, TLC Beatrice, an international food conglomerate, in connection with various venture capital investments by Hong Kong-based VC groups through off-shore holding companies into China-based operating companies. Negotiation master services agreement for leading tobacco company, Represented leading tobacco company in the negotiation and drafting of a master services agreement implementing a companywide e-procurement and supply management solutions. Multiple joint ventures for TLC Beatrice *, Represented, as lead counsel, TLC Beatrice, an international food conglomerate, in connection with four joint ventures located in the People's Republic of China for the development of grocery stores and wholesale food distribution operations. Acquiring majority ownership interest for a U.S.-based outsourcing services company *, Served as lead counsel in representing a U.S.-based outsourcing services company in acquiring majority ownership interest in India-based outsourcing services provider and in negotiation of master services agreements between the two companies. Joint venture for WebMD *, Represented WebMD, in connection with the international aspects of a $1 billion joint venture with NewsCorp. Leveraged buyout for private equity investors *, Served as lead counsel on behalf of private equity investors in a $100 million leveraged buyout of a U.S. based retail food business. China expansion for one of the world's leading providers of lighting fixtures, Represented one of the world's leading providers of lighting fixtures and related products and services in structuring its expanding operations in China. Representation also included establishing trading companies, sourcing and sales offices, and other matters related to various contractual manufacturing relationships. Acquisitions and strategic alliances for TLC Beatrice *, Represented, as lead counsel, TLC Beatrice, an international food conglomerate, in connection with acquisitions and strategic alliances implemented to expand and develop its food distribution business in Shanghai and Beijing. Cross border commercial and M&A transactions for Neusoft Corporation, Represented Neusoft Corporation, a Chinese public company and the largest IT outsourcing service provider and software developer in China, as global counsel in connection with Neusoft's international expansionthrough licensing and other collaborative relationships and in connection with its U.S. acquisitions. Auction sale of ice cream business in Spain for TLC Beatrice International *, Represented, as lead counsel, TLC Beatrice International, an international food conglomerate, in a $190 million auction sale of its ice cream business in Spain. Represented WebMD in joint venture with Japan's Softbank Corp. *, Served as lead counsel to WebMD in connection with its joint venture with Japan's Softbank Corp., a telecommunications and media corporation. Leveraged buyout for private equity investors *, Represented as lead counsel private equity investors in a $280 million leveraged buyout of a U.S. based wholesale food distribution business. *Experience gained by attorney prior to joining Kilpatrick Townsend Publications 01 August 2011, Fifth Circuit: "Best Efforts" Alone Not an Enforceable Standard, Legal Alerts 01 November 2010, When It's Time to Renegotiate
Source: Outsourcing Insight, Articles 01 November 2009, Selecting the Form of Business Organization
Source: International Construction Law, Other Publications 01 January 2009, Critical Success Factors in Negotiating Outsourcing Transactions
Source: Outsourcing Insights, Other Publications 23 August 2005, Current Trends in Middle Market M&A - Do Buyers Stand a Chance?
Source: Merger Monthly, Articles Social Media, Emerging Issues Corporate Espionage, Emerging Issues News 31 October 2011, Kilpatrick Townsend's Wayne Elowe and Chris Woods Selected to Prestigious Guide to Leading Practitioners: China, News Releases 21 June 2011, Kilpatrick Townsend Plays Role in Abbott and Biotest Global Agreement, News Releases 15 June 2011, Kilpatrick Townsend Recognized by Prestigious 2011 Legal 500 US, News Releases 25 January 2011, Kilpatrick Townsend's Wayne Elowe and Chris Woods Serve as Panelists at Prominent New York State Bar CLE, News Releases Events 07 December 2011, Global Outsourcing: An Overview of Best Practices and Contact Considerations, Events (Also at Taipei, Taiwan Office) |