There may come a time when your non-profit organization is presented with the possibility of a merger. Your organization may be pursuing acquisition of an entity to obtain talent, fill a market void, pursue a growth strategy or make strategic alliances…
Download the full report (PDF): Venture Philanthropy Legal Report Summer 2014 #5: To Merge or Not to Merge? Considerations for 501(c)(3)s
Ken Schaner and David Lubitz are pleased to announce that Leslie Brown will join our firm on June 2, 2014 as Counsel to the firm. Leslie brings to the firm fifteen years of expertise in counseling taxable and tax exempt entities in a wide variety of matters. Read more about Leslie Brown in our firm announcement.
Disease foundations searching for ways to ameliorate increasing health care burdens on their patient constituents often consider forming patient assistance programs (PAPs), which provide financial relief to needy patients. PAPs independently sponsored by disease foundations can accept contributions from pharmaceutical, biotechnology and health care companies. Such independently sponsored PAPs can help patients who receive insurance through federal government programs and are thus unable to take advantage of assistance provided by health care company sponsored PAPs…
Download the full report (PDF): Venture Philanthropy Legal Report Spring 2014 #4
On November 16, 2012, David Lubitz presented the disease foundation perspective on intellectual property (IP) issues in venture philanthropy transactions. Lubitz explained that disease foundations, while not necessarily interested in owning IP, insist on maximizing IP value through dissemination and sharing among scientific researchers and on retaining march-in rights. The webinar is available for review at http://fastercures.blogspot.com/2012/11/releasing-unlocking-ip-principles-for.html. Lubitz and Schaner will serve as expert consultants at FasterCures annual Partnering for Cures conference in New York City on November 28-30.
Since 1998, when most point to the transaction between Aurora BioSciences (now Vertex) and the Cystic Fibrosis Foundation as the first disease foundation Venture Philanthropy transaction, our firm has advised on approximately 300 Venture Philanthropy transactions ranging in size from $500K to over $150 million. Each transaction involves numerous complicated issues: governance, intellectual property ownership and licensing, termination, indemnification, and publication, among others, but the issue that encompasses the most negotiating time by far involves the amount of royalties to be paid by the awardee to the granting charity. The purpose of the series of questions and answers that follow is to shorten that time, thereby putting the award to work on the underlying research faster, and to look forward to the day when the research is successful and the royalty can be monetized…
Download the full report (PDF): Venture Philanthropy Legal Report, Spring 2012, #3: Everything You Ever Wanted To Know About Royalties and Their Monetization But Were Afraid To Ask
Early next year, a drug for cystic fibrosis is expected to come before the US Food and Drug Administration for approval. It is a moment that the Cystic Fibrosis Foundation (CFF) will have waited 12 years and invested US$75 million to witness. Approval of the drug, VX-770 — developed by Vertex Pharmaceuticals of Cambridge, Massachusetts, with support from the foundation — would provide a new treatment for patients, and a revenue stream for the charity…
Download the full article (PDF): Charities Seek Cut of Drug Royalties, Nature, July 21, 2011, Vol. 475
Download Partner Ken Schaner’s webinar (PPTX): Mitigation of Risk in Venture Philanthropy Transactions
View the presentation (PDF): Unlocking IP: A Legal Roadmap for Non-Profit Disease Funders
Since 1989, we have closed many transactions for disease foundation clients in the field that has come to be known as Venture Philanthropy. Though each charity and transaction have unique aspects, there are some issues that are either regularly raised by new entrants or continue to be the subject of discussion among experienced participants. In this article, we discuss many of these issues in a question and answer format…
Download the full report (PDF): Venture Philanthropy Legal Report, Winter 2010, #2: Everything You Ever Wanted To Know About Venture Philanthropy Transactions But Were Afraid To Ask
This report is one in a series on legal issues of interest to non-profit organizations engaged in or thinking about Venture Philanthropy work. We serve as outside general counsel to a number of such entities…
Download the full report (PDF): Venture Philanthropy Legal Report, Spring 2009, #1: The Importance of an Interruption License