Jonathan Lourie

Mr. Lourie, a team lead for the Duane Morris Life Sciences and Medical Technologies Industry Group, represents companies, institutions and individuals working in life sciences and medical technologies around the world. Jonathan’s experience includes debt and equity financings including venture capital, complex licensing and collaborations, mergers and acquisitions as well other aspects of getting products to market such as CRO and CDMO, clinical trial and marketing and distributions agreements. He has advised companies engaged in such areas as genomics, biologics, drug and drug discovery, medical devices and diagnostics. Jonathan is also a frequent speaker and writer in the area of life sciences.

Mr. Lourie represents U.S. and non-U.S. biotech and medical device companies in transactions involving such collaborations as vaccines, drug delivery technologies, therapeutics, diagnostics, blood products, cardiology, antimicrobials, genomics and research tool technologies, as well as the venture financings, acquisitions, international and domestic joint ventures, licensing and merger transactions that make these innovations possible. He represents both companies and research institutions in licensing research institution technologies to private companies.

Mr. Lourie has substantial experience in video games, mobile games and online games. Beginning with such games as Star Trek Armada II and Empire Earth 2 and 3, Mr. Lourie represented developers in negotiating with such companies as Activision, Bethesda, Take Two Entertainment and Vivendi Games. Since then, Mr. Lourie has worked with companies on large MMO real-time strategy games, mobile and PC based games. He has also represented publishers and online marketers in the video game industry. 

Representative Matters

• Represented Anellotech, Inc. in connection with the negotiation of a global joint development agreement with Technip Energies to further develop and commercially license Anellotech’s Plas-TCat® process, a one-step thermal-catalytic recycling technology that converts mixed waste plastic wastes into the basic chemicals (e.g., benzene, toluene, and xylene (BTX) and light olefins) that are used to make most virgin plastics.

• Represented M80 Labs, Inc., an esports company with teams that compete in Valorant, Rainbow 6, Overwatch, ENascar, Rocket League and Counterstrike, in its Series Seed Convertible Preferred Stock investment, which included the conversion of all existing SAFEs and an injection of new capital.

• Represented XSET, Inc., a leading esports and entertainment company, in its $15 million Series A through A-3 investment from LightWork Worldwide and the conversion of SAFES from numerous other investors.

• Represented Ology Bioservices, Inc., a 300 employee drugs and biologics CDMO, in its sale to Resilience (National Resilience), along with as more than 200,000 square feet of manufacturing and office space.

• Represented XTAL BioStructures, Inc., a company that provides structural biology services, including biophysical methods, protein production and purification, and X-ray crystallography, services to Schrodinger, Inc. in an all cash deal for $6 million.

• Represented Anellotech, Inc., a sustainable technology company, in a joint venture with R Plus Japan Ltd. to invest in the development of Anellotech’s cutting-edge Plas-TCat™ technology for recycling used plastics; R Plus Japan was established by 12 cross-industry partners within the Japanese plastics supply chain. Member partners include Suntory MONOZUKURI Expert Ltd. (SME, a subsidiary of Suntory Holdings Ltd.), TOYOBO Co. Ltd., Rengo Co. Ltd., Toyo Seikan Group Holdings Ltd., J&T Recycling Corporation, Asahi Group Holdings Ltd., Iwatani Corporation, Dai Nippon Printing Co. Ltd., Toppan Printing Co. Ltd., Fuji Seal International Inc., Hokkaican Co. Ltd., Yoshino Kogyosho Co. Ltd.

• Represented Aurigene Discovery Technologies Limited (Aurigene), the India-based discovery biotechnology company focused on oncology and inflammatory disorders in an exclusive collaboration, option and license agreement with Exelixis, Inc. (Nasdaq: EXEL).

• Represented HiFiBiO Therapeutics, a world leader in the discovery of therapeutic antibodies through single-B-cell screening and analysis, in a multi-target agreement with Takeda Pharmaceutical Company Limited (Takeda) to enable the discovery of breakthrough antibody therapies to potentially treat various gastrointestinal diseases, cancers and other disorders.

• Represented Framerate, Inc., one of the largest and fastest growing independent social video networks in esports and online gaming which generates millions of views per month across Instagram and Facebook, in its sale to Super League Gaming, Inc., which provides a platform for competitive and social gameplay experiences and is expanding its business of running esports events.

• Represented 1CellBiO on a research collaboration with UCB to validate and deploy the inDrop™ high throughput single cell RNA sequencing platform.

• Represented Ology Bioservices Inc. on an exclusive license to Trethera Corporation for the global development, manufacturing and marketing of Triapine® (3-AP) and all formulations, for the treatment of hematological malignancies.

• Represented Lin BioScience on a worldwide exclusive licensing agreement with Columbia University and Memorial Sloan Kettering Cancer Center for portfolio for a novel inhibitor of CDC7 kinase.

• Represented Lin Bioscience on an exclusive licensing agreement with the University of Sydney for a microtubule-targeting agent to treat brain cancer.

• Represented Ology Bioservices Inc. in the closing of a sale-leaseback transaction with Senior Housing Properties Trust (SHP), whereby Ology Bioservices sold its newly constructed Advanced Development and Manufacturing Biosafety Level-3 capable Facility in Alachua, Florida to SHP for $45 million and entered into a 15-year lease of such facility.

• Represented Enumeral Biomedical Holdings, Inc. (ENUM) in connection with its License and Transfer Agreement with Pieris Pharmaceuticals, Inc. and Pieris Pharmaceuticals GmbH whereby Pieris is licensing from Enumeral specified intellectual property related to Enumeral's anti-PD-1 antibody program ENUM 388D4 for the potential development and commercialization by Pieris of novel multispecific therapeutic proteins comprising fusion proteins based on Pieris' Anticalins® class of therapeutic proteins and Enumeral antibodies in the field of oncology.

• Represented Ology Bioservices Inc., in a license amendment with Takeda, which expanded Takeda's commercialization and technology access rights related to Ology's Vero cell technology platform – a cell culture-based platform for vaccine production which Ology acquired from Baxalta, formerly Baxter International's BioScience division.

• Represented Ology Bioservices Inc. in the purchase from Baxter International Inc. (BAX) of its proprietary Vero cell technology and related assets, including its production facility in Bohumil, Czech Republic.

• Represented EnEvolv, a genome engineering company in a Series A Financing with Cultivian Sandbox Venture Partners.

• Represented Squad in the sale of Kerbal Space Program to Take Two Interactive.

• Represented the video game company Trendy Entertainment, the developer of Dungeon Defenders, in connection with an investment from Insight Ventures.

• Represented Anellotech, Inc. in negotiations with Johnson Matthey Process Technologies on an alliance to co-develop advanced catalyst systems for Anellotech's Catalytic Fast Pyrolysis (CFP) Process for production of bio-based benzene, toluene and paraxylene for the chemical industry.

• Represented a large online MMO RTS video game on several DMCA matters.

• Represented Mad Doc Software on the development of videogames such as Empire Earth II, Star Trek Armada, Empire Earth III and other titles.

• Represented Roostr, an open marketplace for mobile games, in their acquisition by Chartboost, Inc.

• Represented Anellotech Inc. in negotiations with IFP Energies nouvelles (IFPEN) and its subsidiary Axens on a strategic alliance to develop and commercialize a new technology for the low cost production of bio-based benzene, toluene and paraxylene using Anellotech's process of Catalytic Fast Pyrolysis (CFP) of non-food biomass.

• Represented Enumeral Biomedical Corp. in closing an alternative public offering, allowing the company to raise $21.5 million in a private placement financing in connection with a reverse merger into a publicly held company.

• Represented Ology Bioservices Inc. in negotiating $30 million loan facility from Hercules Technology Growth Capital.

• Represented a biotechnology company with platform technology in antibodies in negotiation of four key university licenses and a collaboration with a major pharmaceutical.

• Represented a life sciences company in the acquisition of Phase II and Phase III drugs out of Chapter 7 and Chapter 11 proceedings through Section 363 acquisitions.

• Negotiated sale of BioTrove to Life Technologies (listed as one of the top 10 in vitro diagnostic deals in 2009 by Price Waterhouse Coopers in their publication Diagnostics 2011).

• Represented an early stage bio-chemical company in the negotiation of a license from University of Massachusetts for technologies for the production of petrochemicals from biomass and with respect to collaborations with major industry players and follow on collaborations.

• Represented an early stage company with novel technology in the field of antibodies in successive financings.

• Represented Sage Science, a life sciences company focused on sample prep for the life sciences industry, in distribution agreements and capital transactions.

• Negotiated a license agreement between the University of Bergen and OvaGene Oncology to biomarker-related IP for the development of clinical laboratory tests for identifying high-risk endometrial cancer patients and predicting chemoradiation resistance in cervical cancer.

• Member of deal team for Takeda's acquisition of Millennium Pharmaceuticals.

• Represented Saladax in the licensing of a theranostics technology to Myriad Genetics.

• Represented an early stage company located in Australia in the licensed of a novel attenuated live flu vaccine developed in Russia to a major U.S. pharmaceutical company.

• Represented German biotech in collaborations on transdermal drug delivery device with several major U.S. and EU pharmaceutical companies.

• Represented hotel developer in the acquisition, development and sale of luxury hotel properties in Turkey, London, Palm Beach and Boston.

Areas of Practice

• Technology Law
• Biotechnology and Life Sciences
• Corporate Law

Admissions

• Massachusetts
• U.S. District Court for the District of Massachusetts

Education

• Syracuse University College of Law, J.D., magna cum laude, 1986
• McGill University, B.Sc., 1982

Experience

• Duane Morris LLP
  - Partner, 2013-present
• Edwards Wildman Palmer
  - Partner, 1996-2013
  - Associate, 1989-1996
• Nutter McClennen & Fish
  - Associate, 1986-1989

Professional Activities

• Licensing Executives Society
• Boston Bar Association
• Association of University Technology Managers
• Mass Biotech
• American Bar Association

Honors and Awards

• Listed in LMG Life Sciences Intellectual Property Stars, 2018-2023

• Listed in Massachusetts Lawyers Weekly's Go To Lawyers: Business, 2020

• Listed in New England Super Lawyers, 2004-2006 and 2011-2018

Civic and Charitable Activities

• Coaches startup companies on securing angel and venture capital
• ArtsBoston
  - Former member, Board of Directors
• Town of Marblehead
  - Former Member, Board of Appeals
• Youville Hospital and Rehabilitation Center
  - Former Member, Finance Committee
• St. Marguerite d'Youville Foundation
  - Former Member, Board of Overseers
• The Stoneridge Children's Montessori School
  - Chairman, Financial Aid Committee, 1999
  - Co-founder, Lacrosse Team
• Massachusetts Association for the Blind
  - Board Member

Selected Publications

• Co-author, "AdvaMed's Updated Code of Ethics," Duane Morris Alert, February 12, 2019

• Quoted, "The Startup Drugmaker's Post-Helsinn Survival Guide," Law360, January 25, 2019

• Quoted, "IRS Considering Biotech-friendly Spinout Rule," BioCentury, September 28, 2018

• Co-author, "Ten Years Of MedImmune: How License Agreements Changed," Law360, February 15, 2017
• Quoted, "Licensing Share Buy Arranged for Biopharma Firm," Daily Business Review, October 11, 2016
• Quoted, "Attorneys Share Entrepreneurs' IP Mistakes," Mass High Tech, April 17, 2009
• Quoted, "Some Make Mistakes Hurt More Than Others in Business," Providence Business News, February 4, 2008
• Quoted, "Cross-Licenses Grow; Legal Work Follows In-house Counsel," The National Law Journal, Vol. 29, No. 20, May 14, 2007
• Quoted, "Issues Arising as Focus Sharpens on Medical Research," Boston Business Journal, March 11, 2005
• Co-author, "Reducing New Risks in Commercializing University Research," Intellectual Property Today, 2005
• Co-author, "Doing Biotech Deals: M & A and Partnerships," Books 24x7, 2005
• Contributing Author, "The Many Aspects of Technology Law," Inside the Minds: The Laws Behind Technology - Leading Lawyers on the Legal Aspects of Patents, Software Licensing, Telecommunications & More, Aspatore Books, 2004
• Author, "Morphing from Scientist to Industrialist in a Venture Financed Company," American Venture Magazine, 2002
• Author, "Negotiation American Style," The Practical Lawyer, 2002
• Quoted, "Going for Gold: Seeking Biotech Financing," Area Development Magazine, 2002
• Quoted, "For Buyouts, Mergers, Acquisitions, It's A Buyer's Market," Boston Business Journal, 2002
• Author, "So Sue Me: How to Avoid Litigation by Your Former Employer Against Your Start-Up," Boston Computer Society Magazine, 1993

Selected Speaking Engagements

• Speaker, “Get Smart with AI: Strategic Contracting to Reduce Risk,” Duane Morris Webinar, November 15, 2023

• Speaker, "Biopharmaceutical Market: Collaboration Versus M&A," 7th Annual World Life Sciences Conference, Philadelphia, May 31, 2019

• Speaker, "Innovation Across Borders: Strategies for U.S. and Chinese Companies in the Health Sciences Industry," Duane Morris LLP and Chinese Biopharmaceutical Association (USA), January 8, 2019 

• Speaker, "Environmental Law and Climate Change," UNA-USA Council of Organizations, New York, November 17, 2016
• Speaker, "Structuring Partnerships and Collaborations," 13th Anti-Infectives Partnering & Deal-Making Conference, San Diego, California, June 3, 2016
• Speaker, "12th Anti-Infectives Partnering & Deal-Making Conference," Global Technology Community (GTC), July 9-10, 2015
• Speaker, "Antibiotic Resistance and Obsolescence: Meeting the Major Infectious Disease Challenge for Post-2015," United Nation Conference, August 28, 2014
• Speaker, "Social Media Meets Online Gaming," IBA 2013 Annual Conference, October 9, 2013
• Speaker, "Top 10 Mistakes to be Avoided by Entrepreneurs," TiECON East Annual Meeting, May 2, 2013
• Speaker, "Social Gaming: Currently Not Doing Wagering, But Once It Becomes Legal," Law Seminars International's Online Gambling in the Mid-Atlantic, February 4-5, 2013
• Moderator and Speaker, "The Law of Digital Games," Technology Licensing Update, November 4, 2012
• Moderator, "University Perspectives on Biotechnology Transfer and Investments," Biotechnology Transfer and Commercialization Conference, October 25, 2012
• Executive Coach, "Negotiating Term Sheets," TiE Start Up Leadership Program, December 5, 2011
• Panelist, Concept Clinic, MIT Enterprise Forum December 1, 2011
• Panelist, "Innovation and Entrepreneurship," Integrating Technology and Medicine for Healthier Tomorrow, IEEE EMBC Annual Meeting, Boston, Massachusetts, August 31, 2011
• Semi-finalist Judge, 2nd Annual Cade Prize for Innovation, sponsored by the Cade Museum for Innovation, Gainesville, Florida, June 2011
• Executive Coach, "Negotiating Term Sheet," TiE Start Up Leadership Program, February 7, 2011
• Semi-finalist Judge, 1st Annual Cade Prize for Innovation, sponsored by the Cade Museum for Innovation, Gainesville, Florida, June 2010
• Speaker, "Drafting Representation and Warranty Provisions in the Agreement to Ensure the Protection of Both Parties," ACI's 3rd Annual Life Sciences Mergers & Acquisition Post Conference Workshop, New York, New York, March 13, 2009
• Speaker, "Structuring Collaborative Agreements That Won't Raise Antitrust Concerns," 4th Annual In-House Counsel Forum on Pharmaceutical Antitrust, National Harbor, Maryland, May 20-21, 2008
• Speaker, "Ethical, Practical, and Winning Strategies for Negotiating and Drafting Pharma/Biotech M&As," ACI's Life Sciences Mergers and Acquisitions Post Conference Master Class, New York, New York, March 14, 2008
• Speaker, "Top 10 Mistakes Entrepreneurs Make," The Brown Massachusetts Biotechnology Council Association of University Technology Managers Forum Enterprise, Providence, Rhode Island, January 24, 2008
• Moderator, "Nanobiotechnology," 9th Annual Mass Opportunities - A Biotechnology Conference, Boston, Massachusetts, November 8, 2007
• Speaker, "Moving Ahead: Identifying Current Deal Drivers and Trends Affecting Collaborations," ACI's Pharma and Biotech Collaborative Agreements 9th Advanced Forum on Structuring, Negotiating, and Managing Win-Win, New York, New York, November 13-14, 2007
• Moderator, "Managing Critical IP Protection and Commercialization Issues in Industry/Academia Collaborations," American Conference Institute's (ACI) Biotech and Pharma Public-Private Partnerships Conference, Washington, D.C., October 25, 2007
• Moderator, "Partnering & Licensing," BioFlorida's 10th Annual Conference, Weston, Florida, October 15-17, 2007
• Speaker, "Licensing Transactions and Agreements," University of Massachusetts Dartmouth Advanced Technology & Manufacturing Center Entrepreneurs Brown Bag Speaker Series, Fall River, Massachusetts, May 15, 2007
• Presenter, "Assessing the Critical Role of License Type: Exclusivity, Non-Exclusivity, and Beyond," Pharma and Biotech Industry-Academia Tech Transfer - Bridge the Gap Between Discovery and Commercialization, New York, New York, February 6-7, 2007
• Panelist, "Negotiating Industry/University Collaborations: Ethical and Practical Strategies for Maximizing Return on Investment," American Conference Institute's Pharma and Biotech Collaborative Agreements, New York, New York, November 13-14, 2006
• Panelist, "Ensuring All Key IP Issues Are Addressed in Collaborative Agreements" and "Ethical and Practical Strategies for Maximizing ROI When Negotiating Industry/University Licenses," American Conference Institute's Negotiating & Drafting Pharma and Biotech Collaborative Agreements Conference, San Francisco, California, July 17-19, 2006
• Co-presenter, "Maximizing ROI from Industry/University Licenses- Practical Strategies," American Conference Institute's Pharma and Biotech In-Licensing, Co-Development and Co-Promotion Agreement Conference, November 16, 2005
• Co-presenter, "Finding the Financing & Structuring the Deal", co-presenter, American Conference Institute's Pharma and Biotech In-Licensing, Co-Development and Co-Promotion Agreements Conference, November 14, 2005
• Co-presenter, "Practical Strategies for Negotiating and Structuring Academic-Industry Technology License Agreements," Boston Bar Association's Intellectual Property Law Committee Meeting, September 15, 2005
• Panelist, "Emerging Technology in New England and Canada," 6th Annual Trade, Technology and Investment Partnering Conference, New England Canada Business Council, Boston, Massachusetts, June 2005
• Panelist, "Practical and Ethical Strategies for Negotiating and Structuring Industry - University Licenses to Get the Best Return on Your Investment," American Conference Institute's Pharma and Biotech In-Licensing, Co-Development and Co-Promotion Agreements, Post Conference Workshop, San Francisco, California, March 2, 2005
• Panelist, "Structuring 'Win-Win' in-Licensing and Co-Development Collaborations with Universities," American Conference Institute's Pharma and Biotech In-Licensing, Co-Development and Co-Promotion Agreements, San Francisco, California, March 1, 2005
• Speaker, "Successful In-Licensing and Co-Development Collaborations with Universities," 8th Annual American Conference Institute's Pharma and Biotech In-Licensing, Co-Development and Co-Promotion Agreements, Philadelphia, Pennsylvania, November 2004
• Speaker, "Practical and Ethical Strategies for Negotiating and Structuring Industry-University Licenses to Get the Best Return on Your Investment," 8th Annual American Conference Institute's Pharma and Biotech In-Licensing, Co-Development, and Co-Promotion Agreements, Post Conference Workshop, Philadelphia, Pennsylvania, November 2004
• Speaker, "Doing Business with University Tech Transfer Offices: A Primer: Terms and Conditions of University Licensing Deals," Technology Transfer Conference, sponsored by Florida Research Council, May 2004
• Speaker, "University and Industry Collaboration on Licensing Transactions," BioTech 2004 Conference: Today's Bioscience Environment in South Florida, sponsored by Enterprise Development Corporation and Florida International University, March 2004
• Speaker, "Successful In-Licensing and Co-Development Collaborations with Universities," American Conference Institute's Pharma and Biotech In-Licensing, Co-Development and Co-Promotion Agreements, Philadelphia, Pennsylvania, November 2003
• Speaker, "Issues Unique to Industry/University Collaborations," Pharmaceutical/Biotech Collaborations: The Next Generation, New York, New York, May 2003
• Speaker/Moderator, "Emerging Technologies in the Life Sciences Industry," New England Canada Business Council, 4th Annual Trade, Technology and Investment Partnering Conference, Boston, Massachusetts, April 2003
• Speaker, "Dealing with the Impact of a Merger on your Existing and Pending Collaborations," Consolidation in the Pharmaceutical Industry Conference, New York, New York, January 2003
• Speaker, "How to Protect the Respective IP Rights of Pharmaceutical and BioTech Collaborators," Pharmaceutical Biotech Collaborations and M&A Conference, New York, New York, 2002
• Speaker, "A Legal Primer on Starting Your Consulting Business," Optical Society of America, Northeast Section, 2002
• Moderator, "Investor Presentations," Canadian IT Financing Forum, 2001
• Speaker, "Guiding Inventions from Idea to Protected Property Right and to Market," BioEast Canada, 2001
• Speaker, "Legal Issue Series: Licensing Issues," Massachusetts Software Council, 1997