Merrill also represents investment banking firms in connection with public offerings, private placements, sale advisory transactions, fairness opinions and other matters. He handles numerous mergers and acquisitions, licensing and distribution arrangements, joint ventures and cross-border transactions. Merrill has significant experience representing private equity and venture capital firms, both independent and those associated with commercial banks, corporations, universities and medical centers in their fund formation, investment and restructuring activities.

In addition, Merrill advises public companies on matters of corporate governance, securities filings, NYSE and NASDAQ compliance, Sarbanes-Oxley compliance and government investigations.

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• Represented Applied DNA Sciences, Inc. in its $12 million follow-on public offering of common stock, pre-funded warrants, Series A warrants and Series B warrants. H.C. Wainwright & Co., LLC acted as the exclusive placement agent for the offering
• Represented Spine BioPharma, Inc. in a $13 million Series B Preferred Stock investment by Viscogliosi Bros., LLC, Cercano Management, Pacira Biosciences and others
• Represented Applied DNA Sciences, Inc. in a $4.2 million registered direct offering of common stock and pre-funded warrants and a concurrent private placement of warrants to an institutional investor placed by Roth Capital Partners*
• Represented PharmaCyte Biotech, Inc. in a $70 million registered direct offering of common stock and pre-funded warrants to institutional investors placed by HC Wainwright*
• Represented PharmaCyte Biotech, Inc. in a $15 million public offering of common stock, pre-funded warrants, and uplisting to NASDAQ underwritten by HC Wainwright*
• Represented BioXcel, LLC as selling stockholder in a $15 million exercise of underwriter’s overallotment option in connection with the $100 million follow-on public offering of BioXcel Therapeutics, Inc., a clinical-stage biopharmaceutical company, underwritten by BofA Securities*
• Represented Inhibikase Therapeutics, Inc., in a $45 million follow-on public offering of common stock underwritten by ThinkEquity*
• Represented PharmaCyte Biotech, Inc., in a $100 million S-3 Shelf Registration of Common Stock, Preferred Stock, Debt Securities, Warrants, Rights, and Units*
• Represented Spine BioPharma, LLC, in a private placement of Convertible Notes and Series A Preferred Units*
• Represented Interpace Biosciences, Inc. in a private placement of $7.5 million of Secured Notes to Ampersand Capital Partners and 1315 Capital*
• Represented Applied DNA Sciences, Inc.in a $15 million registered direct offering to a group of institutional investors placed by Roth Capital Partners*
• Represented Inhibikase Therapeutics, Inc. in its $18 million Initial Public Offering of Common Stock underwritten by ThinkEquity*

M&A and Other Transactions

• Represented SteriCUBE Holdings, Inc. in its sale to Healthpoint Capital, a private equity firm focused exclusively on musculoskeletal healthcare. The SteriCUBE Multiple Tray Sterilization System is a patented, environmentally friendly technology for simultaneous sterilization of instrument-holding trays which are utilized to organize and protect the numerous instruments required in common orthopaedic and cardiac surgeries and which eliminate the need for “blue wraps” and resultant bio-hazardous waste. After processing, the SteriCUBE® system can be rolled directly to the operating room with “surgery-ready” instruments without delay or stored up to 30 days without contamination. The SteriCUBE system delivers increased patient safety, improved productivity, and substantial cost savings to healthcare facilities
• Represented Companion Spine, a company specialized in the diagnosis and interventional and surgical treatment of spine conditions, in its term loan facility
• Represented Applied DNA Sciences, Inc., a leader in PCR-based DNA technologies, in its acquisition of Spindle Biotech Inc., a private Canadian biotech company developing next-generation RNA manufacturing technologies
• Represented Interpace Biosciences, Inc. in connection with the sale of its pharma services business, Interpace Pharma Solutions, Inc. to Flagship Biosciences, Inc.
• Represented Companion Spine and Viscogliosi Brothers, LLC in connection with its purchase of spinal assets from a global medical device company*
• Represented Interpace Biosciences, Inc. in connection with the acquisition of assets  of the BioPharma Business of Cancer Genetics, Inc. for approximately $23.5 million pursuant to a UCC Article 9 foreclosure sale and the related investment by Ampersand Capital Partners, a leading private equity firm in the diagnostic/biopharma sector, of up to $27 million of Convertible Preferred Stock of Interpace*
• Represented Viscogliosi Brothers, LLC and Centinel Spine, in connection with Centinel Spine’s acquisition of the Pro Disc spinal assets from DePuy Synthes Johnson & Johnson and the equity financing in connection therewith*
• Represented Series D investors in a restructuring and refinancing of a neuromodulation pain therapy medical device company*
• Represented a seller of assets of customer relations (CRM) solutions company for a leading technology consulting firm*
• Represented a large European distributor of branded electronics and appliance products in its entry into US markets*
• Represented an orthopedic device company in its $375 million sale to a global medical technology company in its regulatory and antitrust matters*

*Matter handled prior to joining McDermott

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