Jonn R.Beeson

Partner

(T) + 1.949.553.7528

With more than 20 years in practice, Jonn Beeson has advised on M&A transactions with an aggregate value in excess of $200 billion. His practice focuses on mergers and acquisitions, divestitures, takeovers, capital raising, securities transactions, and corporate governance issues. Jonn represents large publicly traded corporations, middle market private companies, and start-up companies, with a particular emphasis on the life sciences (including pharmaceuticals, medical devices, and biologics), technology, and software industries.

Jonn regularly represents clients on complex strategic transactional and corporate governance matters. His M&A experience includes public company mergers and tender offers, private company acquisitions and divestitures, hostile takeovers, multifaceted cross-border transactions, and transactions involving SEC-registered contingent value rights and earn-outs. Jonn has a particular focus on Asia / U.S. cross-border transactions. He also advises clients in connection with structured options to purchase entities or to purchase or license assets, including significant intellectual property. Jonn's capital markets experience includes initial public offerings, secondary offerings, and venture capital investment transactions. He also serves as a trusted advisor to publicly traded companies in connection with their public company reporting obligations.

Jonn represents industry and research leaders such as Abbott Laboratories, Applied Medical, Astellas Pharma, BioMarin Pharmaceuticals, Celgene Corporation, City of Hope, Kyowa Hakko Kirin, Sumitomo Dainippon Pharma Co., and SAP AG.

He is a frequent lecturer and author on mergers and acquisitions, spin-offs, and corporate governance issues and has been recognized by BTI Consulting as a client service all-star and Best Lawyers in America (including M&A lawyer of the year for Orange County, CA, in 2016).

Experience

  • Evidera acquires MedimixJones Day advised Evidera, a business unit of Pharmaceutical Product Development, LLC, in its acquisition of Medimix International, a global technology company providing real-world evidence (RWE) insights and information to the pharmaceutical, diagnostic, and medical device industries.
  • AbbVie acquires MavupharmaJones Day advised AbbVie Inc. in its acquisition of Seattle-based Mavupharma, a privately held biopharmaceutical company focused on novel approaches to target the STING (STimulator of INterferon Genes) pathway for the treatment of cancer.
  • Misonix to acquire Solys Medical, LLCJones Day is advising Misonix, Inc. in its acquisition of Solsys Medical, LLC, a privately held regenerative medical company, in an all-stock transaction valued at approximately $97 million.
  • NVIDIA to acquire Mellanox Technologies for $6.9 billionJones Day is advising NVIDIA Corporation in its acquisition of Mellanox Technologies, Ltd., an Israel-based leading supplier of end-to-end InfiniBand and Ethernet interconnect solutions and services for servers and storage.
  • Inside Secure acquires Verimatrix for approximately $145 millionJones Day advised Inside Secure in its all cash acquisition of Verimatrix, Inc. for up to approximately $145 million in cash (including a potential earn-out).
  • Total invests in Clean Energy Fuels Corp.Jones Day represented Total S.A., a French multinational integrated oil and gas company, in connection with its purchase of 25 percent of Clean Energy Fuels Corp., a leading provider of natural gas fuel and renewable natural gas fuel for transportation in North America, for $83.4 million, and the credit support to be provided by Total of up to $100 million.
  • Itron acquires Silver Spring Networks for $830 million, net of $118 million of Silver Spring's cashJones Day advised Itron, Inc. (NASDAQ: ITRI) in its acquisition of Silver Spring Networks, Inc. (NYSE: SSNI) by acquiring all outstanding shares of Silver Spring Networks, Inc. (NYSE: SSNI) for $16.25 per share in cash.
  • Ambry Genetics sold to joint venture formed by Konica Minolta and Innovation Network for up to $1.0 billionJones Day advised Ambry Genetics Corporation, a leading genetic testing corporation, in its sale to a newly formed joint venture between Konica Minolta, Inc. and Innovation Network Corporation of Japan for up to $1.0 billion (including earnouts).
  • TDK acquires InvenSense for $1.3 billionJones Day advised TDK Corporation in its $1.3 billion acquisition of InvenSense, Inc.
  • Astellas Pharma acquires Ogeda SA for €800 million (US$852 million)Jones Day advised Astellas Pharma Inc., a Japanese leader in the pharma industry, in its €800 million (US$852 million) acquisition of Ogeda SA, a privately owned Belgian drug discovery company.
  • Linear Technology acquired by Analog Devices for $14.8 billionJones Day advised Linear Technology Corporation on its sale to Analog Devices, Inc.
  • Intersil acquired by Renesas Electronics for $3.2 billionJones Day advised Intersil Corporation, a provider of power management and precision analog solutions, in its $3.2 billion acquisition by Renesas Electronics Corporation, a supplier of advanced semiconductor solutions.
  • Sumitomo Dainippon Pharma acquires Tolero Pharmaceuticals, Inc.Jones Day advised Sumitomo Dainippon Pharma Co. Ltd., a leading pharmaceutical company based in Japan, in its acquisition of Tolero Pharmaceuticals, Inc.
  • Celgene acquires Triphase Accelerator's first compound, MarizomibJones Day advised Celgene Corporation in the acquisition, through an affiliate, of Triphase Accelerator Corporation's assets related to its proteasome inhibitor, marizomib (MRZ), which is in development for glioblastoma and relapsed and/or refractory multiple myeloma.
  • Lam Research attempts merger with KLA-TencorJones Day represented Lam Research Corporation in its proposed acquisition of all outstanding shares of KLA-Tencor Corporation in a cash and stock transaction that placed an equity value on KLA-Tencor of approximately $10.6 billion based on its closing stock price on October 20, 2015.
  • Astellas sells U.S. manufacturing subsidiary to AvaraJones Day advised Astellas Pharma Inc. in the transfer of its wholly owned manufacturing subsidiary Astellas Pharma Technologies, Inc. to Avara Norman Pharmaceutical Services, Inc.
  • Specialty Silicone Fabricators sold to Trelleborg ABJones Day advised Specialty Silicone Fabricators, Inc., a California-based manufacturer of high-precision silicone components for medical technology original equipment manufacturers, in connection with the sale of all of the company's outstanding stock and real estate owned by certain entities related to shareholders of the company to Trelleborg AB, a Sweden-based leader in engineered polymer solutions.
  • City of Hope licenses its unique gene editing technology to Homology Medicines Inc.Jones Day advised City of Hope in connection with an exclusive, worldwide license of its pioneering AAV-based gene editing technology to Homology Medicines Inc., a newly-formed genetic medicines company.
  • OticPharma licenses novel treatment for ear infections from OtodyneJones Day represented OticPharma, Inc. in the acquisition of worldwide rights of Otodyne and its affiliate SDRI to OTO-101, a novel treatment for otitis media based upon spraying a surfactant composition into the nose.
  • Abbott purchases option to acquire Cephea Valve TechnologiesJones Day advised Abbott Laboratories in the providing of capital and securing of an option to purchase Cephea Valve Technologies, a private company developing a catheter-based mitral valve replacement therapy.
  • The following represents experience prior to Jones Day.

    Public M&A

    Represented Beckman Coulter, Inc. in connection with its attempted acquisition of Biosite, Inc. in a tender offer valued at $1.55 billion in cash. Inverness Medical Innovations made a competing offer after Beckman and Biosite announced execution of a definitive merger agreement. After a bidding war, Beckman ultimately declined to match Inverness’ offer.

    Represented Intermix Media, Inc., parent of MySpace.com, in connection with sale to News Corporation for approximately $580 million in cash.

    Represented Infonet Services Corporation in connection with its acquisition by British Telecom for $1 billion in cash. Infonet Services Corporation was majority owned by international telecom companies, KDDI Corporation, KPN Telecom B.V., Swisscom AG, Telefonica International Holding B.V., Telia AB and Telestra Corporation Limited.

    Represented Amgen Inc. in its acquisition of Tularik Inc. in a stock for stock deal valued at $1.6 billion.

    Private M&A

    Represented Carlyle portfolio company Jazz Semiconductor, Inc. in sale to Acquicor Technology, Inc. for $260 million. Acquicor, Inc. was a special purpose acquisition company formed by Steve Wozniak, Gil Amelio, and Ellen Hancock.

    Represented Allergan, Inc. in its acquisition of Esprit Pharma, Inc. for $370 million in cash. Renegotiated approximately $200 million license for urology drug, Sanctura, between Esprit and Indevus Pharmaceuticals, Inc. in connection with the transaction.

    Represented Allergan, Inc. in its acquisition of EndoArt, Swiss maker of a gastric band, for approximately $100 million in cash.

    Represented Avamar Technologies in connection with its acquisition by EMC Corporation for $165 million.

    Represented Avanir Pharmaceuticals in connection with the acquisition of Alamo Pharmaceuticals, LLC for $29 million.

    Asset Deals

    Represented Pacific Medical Buildings in connection with sale of medical office building portfolio to Nationwide Health Properties in a multi-year transaction with a value of up to $2 billion (initial closing approximately $1 billion). The transaction is structured as a series of downREITs in which the seller received or will receive units substantially equivalent to Nationwide Health Properties’ publicly traded common stock.

    Represented Beckman Coulter, Inc. in connection with the purchase of assets and liabilities comprising Dako Denmark A/S’ research flow cytometry instrumentation business. The transaction involved the transfer of assets and employees in 19 countries.

    Represented Avanir Pharmaceuticals in connection with the sale of its anti-psychotic drug, FazaClo, to Irish company Azur Pharma for $54 million. The transaction was consummated following an auction processes involving several active bidders.

    Represented Clarient, Inc. in connection with its acquisition of substantially all of the assets of Trestle Holding, Inc., a publicly traded company, including its high speed scanning technology and virtual systems business.

    Corporate Finance

    Represented Skilled Healthcare Group, Inc. in connection with its initial public offering. Net proceeds to Skilled Healthcare were $116 million and to selling stockholders were $156 million, giving the company a total market capitalization of approximately $900 million.

    Represented Cayenne Medical, Inc. in $12 million private placement of series B preferred stock. Purchasers included Split Rock Partners and Memphis Biomed Ventures.

    Represented Seventh Shield, Inc. in $8 million private placement of series A preferred stock. Purchasers included Greylock and Lightspeed Venture Partners.

    Represented Jazz Semiconductor, Inc. in attempted initial public offering. Jazz attempted two initial public offerings, valuing the company at approximately $800 million.

    Represented Allergan, Inc. in issuance of $750 million in aggregate principal amount of 1.50% Convertible Senior Notes in a 144A transaction.

    Represented Allergan, Inc. in issuance of $800 million aggregate principal amount of 5.75% Senior Notes.

    Represented Skilled Healthcare, Inc. in issuance of $200 million principal amount of 11% senior subordinated notes in a 144A transaction. The proceeds of the offering were used to fund the acquisition of Skilled Healthcare by Onex Corporation.

    Represented Piper Jaffray & Co. in connection with underwriting of secondary offerings of common stock for Acusphere, Inc.

    Represented VNUS Medical Technologies, Inc. in connection with its initial public offering. Net proceeds to VNUS Medical Technologies were $55 million and to selling stockholders were $19 million.

    General Corporate Representation

    Represented several public companies in connection with Securities Exchange Commission and general corporate matters, including:

    • Allergan, Inc. (NYSE)
    • Skilled Healthcare, Inc. (NYSE)
    • VNUS Medical Technologies, Inc. (Nasdaq)
    • Infonet Services Corporation (NYSE)
    • Amgen (Nasdaq)
    • Maui Land and Pineapple, Inc. (NYSE)

    Additional Publications

    • November 7, 2008On guard, The Deal
    • January 2000Corporate Spin-offs, Unleashing Hidden Shareholder Value: An Analysis of Business, Legal and Tax Implications

    Speaking Engagements

    • March 4-5, 2014Corporate Board Member West Coast Boardroom Summit & Peer Exchange
    • September 14, 20102010 RR Donnelley SEC Hot Topics
    • June 01, 2010 - June 01, 2010A Shifting Landscape: Recent Trends in Public and Private Mergers and Acquisitions, Donnelly SEC Hot Topics Forum
    • June 01, 2010 - June 01, 2010Effective Governance: Areas of Enhanced Management and Board Focus in the Wake of the Financial Crisis, California Speaker Series
    • June 01, 2010 - June 01, 2010Hot Topics in Corporate Governance
    • June 01, 2010 - June 01, 2010Introduction to Mergers and Acquisitions, Orange County Paralegal Association
    • June 01, 2010 - June 01, 2010Recent SEC Developments: Corporate Governance and Insider Trading, Jones Day University
    • June 01, 2010 - June 01, 2010Tricks and Traps - Effectively Negotiating Your Next M&A Transaction
    • December 01, 2007 - December 01, 2007Best Practices for Conducting Due Diligence, Incremental Advantage Mergers and Acquisitions Due Diligence Conference
    • December 01, 2007 - December 01, 2007Recent Trends in Public and Private Mergers and Acquisitions, General Counsel Forum
    • December 01, 2007 - December 01, 2007The Attorney-Client Privilege and the In-House Counsel, Orange County Company Counsel Roundtable
    • March 01, 2007 - March 01, 2007Co-chair, Donnelley SEC Hot Topics Seminar
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