HONIGMAN Life Sciences

Honigman Life Sciences

Welcome to Our Firm

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Honigman LLP

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Life Sciences

Firm Overview

Life Sciences Leadership Team

Firm Highlights | 4

Jonathan O’Brien, Ph.D. | 14

Life Sciences | 6

Harold Fox, Ph.D. | 18

Life Sciences Matters | 8

Phillip Torrence | 20

Welcome to Honigman

Honigman is a business law firm that operates with an eye towards innovation in all that we do. Founded in Detroit in 1948, Honigman has expanded to include offices across Michigan, Chicago, Washington, D.C., and through our subsidiary, Honigman Law Israel.

Our attorneys counsel clients on complex issues in more than 60 legal practice areas. We’re proud to have recruited the best and brightest legal minds from across the United States to help further strengthen our practice group expertise.

Our teams work at the forefront of innovation by creating new approaches to leverage our intellectual horsepower while adding value for our clients. We stay on top of the latest legal trends in M&A, private equity, and consulting on growth companies. We help clients get ahead of intellectual property, security and other risks with customized, yet practical solutions.

Our cross-disciplinary approach ensures that clients with worldwide operations navigate complex international IP landscapes effortlessly.

Our work ensures seamless coordination across borders, safeguarding assets and advancing our clients’ interests throughout a wide variety of international markets.

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Firm Highlights

Intellectual Property

120+

Corporate

We have grown our IP team to

25B+

over 120 professionals

was more than $25 billion

3,500+

2,000+

We worked on over 3,500 patent filings in 2024

We had over 2,000 patents granted in 2024

50+

Our total deal value in 2024

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Ranked #6 in U.S. by PitchBook for most active law firm for Mergers + Acquisitions in 2023

Ranked #7 in U.S. by PitchBook for most active law firm for Private Equity in 2023

2024

390+

1

We have generated more than 50 Orange Book listed patents

Named Patent Strategy Firm of the Year by LMG Life Sciences Americas

Our lawyers completed more than 390 corporate transactions in 2024

Ranked Band 1

by Chambers for Corporate/M+A in Michigan in 2024

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Ranked Band 1 by Chambers for IP in Michigan in 2024

Three Chambersrecognized Band 1 attorneys in IP litigation, patent and trademark

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Honigman LLP

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Life Sciences

Litigation

Regulatory

60+ Our team includes more

50+

than 60 litigators

their business objectives for over 50 years

We have assisted health care clients in meeting

20+

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Licensed to practice in over 20 states, serving clients across the country and around the world

Best Lawyers “Best Law Firms” lists six of our Litigation practice areas as among the best in the nation

1 Ranked Band 1 by Chambers for Litigation: General Commercial in Michigan in 2024

194

1

194 Captive Insurance programs in 11 US domiciles in over 40 states

Ranked Band 1

by Chambers for Insurance in Michigan in 2024

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2

20+

Three Chicago-based litigation attorneys recognized as 2025 Illinois Super Lawyers

Two Chambersrecognized Band 1 attorneys in Insurance and Insurance: Dispute Resolution

Dedicated professionals that advise clients on federal, state and local regulatory issues

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Life Sciences

Honigman is a trusted partner to life sciences companies at every stage of their journey.

Our team represents top-tier pharmaceutical and biotechnology companies, large digital and high-tech

2024

2024 Awards from LMG Life Sciences Americas

companies, and start-ups and early stage companies.

Motivated by the knowledge that the work we do with our clients is improving people’s lives, we serve as an extension of our clients’ in-house teams so

Patent Strategy

Patent Strategy

Honigman

Midwest

Firm of the Year

they can focus on their core business objectives.

Attorney of the Year Jonathan O’Brien, Ph.D.

We excel in guiding clients through high-stakes investments, acquisitions, and licensing agreements.

Our team specializes in providing strategic counsel to protect and optimize critical assets, enabling the

Patent Strategy

Shortlisted –

D.C. Metro

Attorney of the Year

Attorney of the Year Harold Fox, Ph.D.

Venture Capital

Phillip Torrence

development and commercialization of innovation addressing critical unmet medical needs and emerging biotechnologies. Our cross-disciplinary approach facilitates seamless coordination across borders that strengthens our clients’ intellectual property portfolios and empowers our clients to stand out in highly competitive markets.

With a national presence and many members of

20 + 24

our team previously holding in-house positions at pharmaceutical, biotechnology, and high-tech companies, we deeply understand the business and regulatory landscapes in which life sciences companies operate. We are proud to offer an efficient value structure while providing a high-touch, interdisciplinary client experience backed by over seven decades of expertise in life science matters.

We have worked on over

We are currently assisting

150 +

two dozen drug pipeline

20 FDA-approvded drugs

We have led over 150 investorside and company-side patent due diligence investigations

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Honigman LLP

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Life Sciences

clients with approximately products in Phase 2 or Phase 3 of clinical development

Life Sciences Representative Clients

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Life Sciences Representative Matters

Intellectual Capital

Provided strategic IP counsel to Carmot

Advised Takeda Pharmaceutical

Advised Radius Health on securing

Therapeutics in its $2.7 billion acquisition

Company on evaluating the intellectual

global patent protections and regulatory

by Roche. The work included developing

property assets of AC Immune SA

approvals for ORSERDU®, the first

and implementing global IP procurement

for ACI-24.060, a first-in-class active

FDA-approved treatment targeting

and commercialization strategies for

immunotherapy targeting Alzheimer’s

ESR1 mutations in breast cancer. Our

its GLP-1 program, enhancing the

disease. Our comprehensive patent

work extended market exclusivity and

company’s value and contributing to the

portfolio analysis ensured Takeda’s

ensured regulatory compliance, facilitating

success of this landmark transaction.

confidence in pursuing this $2.1 billion

the successful commercialization

option and license deal, securing a

of this groundbreaking therapy.

transformative therapy for a critical area of unmet medical need.

Advised Takeda Pharmaceutical Company on securing global patent

Advised Arrowhead Pharmaceuticals

term extensions for ALUNBRIG and

on global patent prosecution and IP

®

NINLARO across jurisdictions including

Represented Lactobio A/S in

strategies for its RNAi-based therapies

the U.S., Europe, and Asia. These efforts

expanding its U.S. patent portfolio

targeting previously undruggable genetic

protected Takeda’s market position and

for microbial innovations. Our

conditions. Our work safeguarded critical

ensured extended commercial viability

team facilitated compliance across

innovations and ensured Arrowhead’s

for its groundbreaking cancer therapies.

Denmark, France, and the United

competitive position in the RNA

States, ensuring robust protection for

interference therapeutics market.

®

its innovative microbial solutions in skincare and health applications.

Represented KUB Technologies, Inc. in an ITC investigation against an overseas cabinet x-ray maker that was infringing our client’s patent. The client is a leading manufacturer of x-ray and optical camera technology for use in hospitals and for treatment of cancer. We obtained a consent order and total victory for our client.

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Advised Prime Medicine on

Represented Sage Therapeutics in

Advised Radius Health and Menarini

developing IP strategies for its prime

securing patents for its postpartum

on obtaining patent term extensions

editing genome-editing technology,

depression drugs Zulresso® and

for ORSERDU®, the first FDA-approved

a revolutionary approach to treating

Zurzuvae®. These efforts ensured

treatment targeting ESR1 mutations

genetic diseases. Our work ensured

robust protection for innovative

in breast cancer. Our efforts ensured

robust IP protections, positioning

therapies addressing a critical unmet

extended market exclusivity, enhancing

Prime Medicine as a leader in the

medical need in mental health.

the therapy’s commercial viability.

Represented Exelixis patents in

Represented Aquestive Therapeutics

Advised MyoKardia on developing

European opposition proceedings to

in launching Libervant®, an orphan

global IP strategies for its AI-driven

defend key patents for its oncology

drug for pediatric epilepsy. Our counsel

cardiology technologies and Camzyos™,

therapies, including CABOMETYX

addressed regulatory hurdles and

the first FDA-approved treatment for

and COMETRIQ . Our comprehensive

orphan drug requirements, facilitating

hypertrophic cardiomyopathy. This work

strategies safeguarded critical innovations,

the successful commercialization of

safeguarded MyoKardia’s leadership in

reinforcing Exelixis’s competitive

this groundbreaking treatment.

precision medicine and supported its

position in the global oncology market.

competitive genome-editing landscape.

®

®

innovative digital health platforms.

Served as lead IP counsel for Kardigan Represented Merck and 3M in IPR

in its $300 million Series A financing

actions and litigation against AptarGroup

round. By simultaneously analyzing

as it was seeking to enforce device

and defending the assets’ patent

patents allegedly covering clients

portfolios while supporting capital-raising

Dulera® and Asmonex® products.

initiatives, our work played a pivotal

Obtained a finding of invalidity of

role in the launch of this heart health

opponent’s IP after trial in IPR actions.

company with a mission of developing innovative cardiovascular treatments.

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Life Sciences Representative Matters

Enterprise Capital

Advised Catalio Capital Management

Advised NeuroBo Pharmaceuticals

Represented Ablative Solutions, Inc.,

on its participation in Alentis

in a concurrent private placement

in multiple rounds of preferred stock

Therapeutics’ $181.4 million Series

and registered direct offering

financings, including its $77 million

D financing. This investment supports

of up to $70 million.

Series D financing by co-leads Gilde Healthcare and BioStar Ventures.

the development of Claudin-1 (CLDN1) targeted antibody-drug conjugates for solid tumors and organ fibrosis, advancing critical innovation in oncology.

Represented Elucid Bioimaging Inc.

Represented Takeda Pharmaceutical Company in its nearly $7 billion acquisition of Nimbus Therapeutics’ TYK2 program subsidiary.

in its $80 million Series C financing

Represented Avertix Medical, Inc.,

round to expand its commercialization of

in its Series A preferred financing,

AI-powered imaging analysis software for

bridge financing, Series B preferred

assessing cardiovascular disease. This

financing and a business combination

funding positions Elucid to advance its

agreement for a SPAC transaction

mission of providing critical insights to

with BiosPlus Acquisition Corp.

combat heart disease while navigating a rapidly evolving regulatory landscape.

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Represented Svelte Medical Systems,

Represented Diplomat Pharmacy,

Represented Amplitude Vascular

Inc. in connection with multiple

Inc. (NYSE: DPLO) in its nearly

Systems, Inc. in connection with its

rounds of preferred stock financings

$200 million IPO and a $285

$28.8 million Series B preferred

valued at more than $80 million.

million follow-on public offering.

financing. The funding will continue to support clinical trials for the company’s device for pulsatile intravascular lithotripsy (PIVL) in peripheral cases, while advancing preclinical work for an expanded indication in coronary cases.

Represented CHF Solutions, Inc.,

Advised Catalio Nexus Fund III, LP

in numerous registered public

in connection with its investment in Avalyn

offerings (including underwritten deals,

Pharma, Inc.’s $170 million Series C

CMPOs, registered directs and PIPEs)

preferred investment round of financing.

totaling more than $100 million.

This investment supports the development of its portfolio of inhalation therapies for interstitial lung disease that improve upon currently approved medications, and advance lead clinical assets, AP01 (inhaled pirfenidone) and AP02 (inhaled

Represented Stryker Corporation in numerous acquisitions of medical device-based technologies, preferred stock investments and divestitures.

nintedanib), into mid-stage clinical trials.

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Life Sciences Leadership Team Jonathan O’Brien, Ph.D. Harold Fox, Ph.D. Phillip Torrence

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Jonathan O’Brien, Ph.D.

Dr. Jonathan O’Brien has more than 20 years of experience assisting domestic and multinational companies on global IP portfolio procurement and enforcement strategies.

He offers a pragmatic business perspective and has successfully assisted clients with leveraging their IP portfolios by identifying improvements and solutions to minimize risks and maximize strengths while aligning the IP strategy with his clients’ business objectives. His representative clients include companies in a variety of industries, including life sciences (pharmaceutical, biotechnology, nutraceutical, and medical devices), consumer goods, food, telecommunication, industrial chemicals and materials.

Partner

Vice-Chair, Board of Directors

Chair, Intellectual Property Department Member, Executive Committee 269.337.7704

jobrien@honigman.com

Dr. O’Brien has written and prosecuted several hundred patents throughout the world.

He has experience rendering legal opinions on patent validity and noninfringement, as well as helping to coordinate global opposition, reexamination, nullity and infringement proceedings. Dr. O’Brien also has extensive experience with IP due diligence as part of mergers and acquisitions, public and private offerings, and collaborations. He has experience drafting and negotiating a variety of agreements, including patent licenses, co-development and commercialization, material transfer, clinical trial,

Areas of focus

cooperative research and development agreements (CRADA) amongst others.

Intellectual Property Patent

Dr. O’Brien has a particularly strong acumen in the life science industry and has worked on number of FDA-approved drugs, including Celebrex®, Bextra®, Zyvox®, Incivek®, Kalydeco®, Orkambi®, Pimodivir®, Fampyra®, Ampyra®, Velcade®, Ninlaro®, Adcetris®, Linzess®, Cabometyx®, Cometriq®, Cotellic®, Alunbrig®, Exkivity®, and Camzyos® amongst others. He is currently assisting his clients with the development of nearly a dozen late stage pharmaceutical and biotechnology clinical candidates as potential therapies among a broad range of therapeutic areas, including oncology, cardiology, gastrointestinal and infectious diseases.

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Representative Matters

Prior Experience

Awards

Drafted and prosecuted patents in

Miller, Canfield, Paddock and Stone,

Listed in Chambers USA: America’s

a variety of technical areas such as

P.L.C., Senior Partner, 2007-2008;

Leading Lawyers for Business, 2017-

pharmaceutical, inorganic, and polymer

Senior Attorney, 2005-2007

2024. Recognized as a leading business

chemistries; biotechnology; material science; physics; nanotechnology; and mechanical engineering.

Represented a multinational pharmaceutical company in developing a global patent strategy for a Phase III drug candidate, which involved obtaining patent issuances on the drug substance and implementing a life-cycle management plan.

Assisted a multinational pharmaceutical company and its European counsel in defending the company’s European

Pfizer/Pharmacia Corporation, Patent Agent, 2001-2004 Fish & Richardson, P.C., Technology

agreements, including patent license, co-development and commercialization, material transfer, and nondisclosure agreements, as well as clinical trial agreements, including CRADAs. Conducted intellectual property due diligence for venture fund clients regarding potential investments, large pharmaceutical and biotechnology corporations regarding potential

in Michigan; Chambers USA states: “He is a tremendous communicator.”

Specialist, 1997-2001

“He is commercially savvy and gives practical, realistic counsel.”

Education

“He is an excellent IP lawyer who has a vast, deep knowledge and his advice and services are great.”

Massachusetts Institute of Technology Ph.D., Chemistry Michigan State University College of Law, J.D., magna cum laude Hope College, B.S., Chemistry, cum laude

patent during opposition proceedings.

Drafted and negotiated a variety of

lawyer in the Intellectual Property field

Admissions Michigan U.S. Patent and Trademark Office (USPTO)

Court Admissions U.S. Court of Appeals for the Federal Circuit

“Jonathan provides a very strong level of service and sophistication on matters relating to strategies for developing patent portfolios.”

“Jonathan O’Brien is a respected attorney in the Michigan IP market.

He is held in high regard for his expertise in patents and is well versed in pharmaceutical matters.” One client adds “He’s a great attorney with impressive knowledge on the industry.”

“Jonathan O’Brien is noted for his extensive background in chemistry matters, with clients noting him as “very thorough and knowledgeable about chemical patent law.” Sources add: “He has a depth of intellectual knowledge around chemistry and brings a very practical eye to it.”

asset purchases and mergers, and startup companies regarding potential licensing of technologies owned by universities or third parties.

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Jonathan O’Brien, Ph.D.

“Jonathan O’Brien is the chair of the firm’s intellectual property department.

He regularly advises clients on patent and trademark procurement, enforcement matters and post-grant proceedings. An impressed client praised ‘his patent prosecution capabilities’ before going on to applaud his ‘ability to grasp our company’s business needs and provide legal advice tailored to our particular needs.’”

Recognized for Patent Prosecution, Patent Strategy & Management (2017-2022) IAM Patent 1000: The World’s Leading Patent Professionals, Recognized as one of the World’s Leading Patent Practitioners, 2014-2016, 2019-2024 Managing Intellectual Property IP STARS, Recognized as a

“Jonathan O’Brien chairs the practice and focuses on IP issues concerning M&A, as well as portfolio management and strategy. ‘He is excellent and very business-savvy,’ says a client.”

Patent Star, 2013-2022, 2024

“In addition to his legal qualifications, O’Brien also has a PhD in chemistry, and clients are particularly impressed by his specialized, sector-specific knowledge, noting that he is ‘a highquality thinker’ who is also ‘easy to work with.’ Clients also state: ‘He is particularly knowledgeable about international matters.’”

Leading Lawyers, Patent Law,

The Best Lawyers in America, 2012-2025 Recognized in practice areas of: —Patent Law —Biotechnology and Life Sciences Practice Michigan Super Lawyers, 2015-2020 Recognized as a Rising Star, 2011 and 2013-2014 LMG Life Sciences Named Patent Strategy Attorney of the Year – Midwest (2023-2024) Shortlisted nominee for Patent Strategy Attorney of the Year – Midwest (2022)

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Law Bulletin Media Leading Lawyers, Intellectual Property Law, 2017, 2021, 2023-2024 2017, 2021, 2023-2024 Michigan Lawyers Weekly, Recognized as a Leader in the Law, 2014 Business Review USA, Recognized as a Business Leader Under 40, 2007

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Harold Fox, Ph.D.

Harold Fox offers clients tactical intellectual property counsel and strategic patent advice. In addition to his successful patent prosecution practice, Harold advises clients on critical aspects of patent portfolio development. More specifically, he provides strategies to manage post-grant proceedings, applies creative approaches to product life-cycle management, and develops insightful patent enforcement tactics.

Harold also offers patent validity and infringement opinions, conducts intellectual property diligence investigations, handles trademark and domain name issues, and evaluates intellectual property issues arising from government contracts. He

Partner

Office Managing Partner

advises clients in all areas of chemistry, biotechnology, pharmaceuticals, biologics,

202.844.3390

devices, business methods and materials science. As a significant portion of his

Washington, DC

hfox@honigman.com

nanotechnology, physics, chemical engineering, mechanical engineering, medical practice, Harold has represented emerging and established companies, academic institutions, as well as domestic and international corporations in post grant proceedings at the U.S. Patent and Trademark Office, in Section 337 investigations

Areas of focus

at the U.S. International Trade Commission and in appeals at the U.S. Court of

Intellectual Property

Appeals for the Federal Circuit. Chambers USA has declared Harold a leading DC

Patent

patent prosecutor, noting his “command of matters involving a truly impressive range of technical and scientific disciplines, from biotechnology through nanotechnology to materials science.” According to lAM Patent 1000 client commentary, Harold is “strategically smart, responsive, and always on top of things to the very end.”

Representative Matters Developed and implemented patent portfolio protection strategy for key pharmaceutical product patent assets involved in over a dozen competitor and Hatch-Waxman patent litigation matters, including successfully defending multiple Inter Partes Review (IPR) validity challenges and reexaminations at the U.S. Patent and Trademark Office, upholding validity of all patent claims through appeals.

Created trade secret protection policies for multi-national and multi-party joint venture projects for a Korea-based chemical company working with emerging U.S. companies.

Conducted intellectual property due diligence and created patent portfolio development strategies for a pharmaceutical and biotechnology corporation leveraging U.S. and China market opportunities. Projects also included settling disputes regarding theft of trade secrets and patent assets by a vendor.

Structured and implemented intellectual property strategy for start-up pharmaceutical company from its inception, including patent litigation avoidance strategies for a 505(b)(2) product and building a patent estate with more than three dozen patents eligible for Orange Book listing.

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Designed and implemented innovation capture program for a rapidly

Awards

growing renewable energy company,

Managing Intellectual Property IP STARS

resulting annual application filing rate

Recognized as a Patent Star, 2022-2024

of over 50 applications per year while maintaining a technology development strategy that mitigated potential patent

IAM Patent 1000, Prosecution: DC Metro Area (2013-2020, 2022-2024)

litigation issues. Projects included IP

World Intellectual Property

positioning of the company for its IPO.

Review Leader (2016-2023)

Defended highly licensed academic

LMG Life Sciences

patent portfolio from Inter Partes

Named Patent Strategy Attorney

Review (IPR) challenges, resulting in key claims being found not unpatentable.

Education Boston University, J.D. Massachusetts Institute of Technology, Ph.D., Chemistry Massachusetts Institute of Technology, S.B., Chemistry

Admissions

of the Year – DC Metro (2024) Shortlisted nominee for Patent Strategy Attorney of the Year – DC Metro (2022-2023) Recognized for Patent Prosecution, Patent Strategy & Management (2022) Chambers USA, Intellectual Property: Patent Prosecution, District of Columbia (2013-2016) Legal 500 US, Intellectual

District of Columbia

Property: Copyright (2018)

Maryland

Legal 500 US, Intellectual Property:

New York

Trade Secrets, Litigation and Non-

U.S. Patent and Trademark Office (USPTO)

Contentious Matters (2016-2018) Legal 500 US, Intellectual Property:

Court Admissions U.S. Court of Appeals for the Federal Circuit

Patent Litigation, International Trade Commission (2016, 2018) Legal 500 US, Intellectual Property: Patent Litigation, Full Coverage (2016-2017) IAM Patent 1000, Post-Grant Procedures: National (2015-2016) IP Law & Business, Named one of the top 50 under 45 (2008)

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Phillip Torrence

Phil focuses his practice on representing private and public companies in a broad range of corporate and securities law matters. He has a dynamic corporate law practice with particular emphasis on public and private securities offerings, growth equity and venture capital transactions, private equity transactions, public and private mergers and acquisitions and dispositions.

In the life sciences space, Phil provides strategic counsel to pharmaceutical, biotechnology, and medical device companies to secure venture capital from leading Partner

Office Co-Managing Partner Kalamazoo

Member, Executive Committee Member, Board of Directors 269.337.7702

ptorrence@honigman.com

domestic and international investors. He also assists life science clients in growing and entering new business lines through corporate partnerships and strategic licensing arrangements, leveraging his deep understanding of the unique challenges and opportunities in this sector to drive growth and innovation.

Phil also regularly counsels boards of directors on corporate governance, fiduciary duty, corporate control and other strategic matters.

Phil is known for working closely with his clients as an integral part of the management team in setting strategic direction, and structuring and negotiating mission-critical transactions. His combination of business and legal experience covers the full spectrum of

Areas of focus

transactions and issues facing public and private companies in a wide range of industries.

Corporate

He has led hundreds of M&A transactions, both domestic and international, involving

Transactions and Counseling

billions of dollars in trade value in a wide variety of industry sectors.

The strength of Phil’s practice is in its high profile variety – he purposely keeps a mix of cutting-edge public, private, buy-side, sell-side and multi-industry clients. In addition to Phil’s focus on mergers and acquisitions, he also regularly counsels takeover and activist defense, joint ventures, strategic equity investments and founder/management teams. Phil enjoys his regular advisory role with boards of directors and special committees regarding corporate governance, proxy contests and shareholder activism.

Phil advises emerging growth companies backed by venture capital and private equity firms on all corporate, transactional and financing matters. He has extensive experience in corporate finance and capital raising transactions, including initial public offerings, primary and secondary offerings, Rule 144A private placements, private equity financings and recapitalizations, and debt and preferred stock financings.

Phil’s practice has a long-history of forming new companies and preparing them for investments, negotiating those investments and preparing and effecting an eventual sale or initial public offering. He regularly assists and advises companies managing and mitigating risk involved in growth, securing venture capital investments, borrowing venture debt, and protecting and licensing technology from commercial and academic licensors.

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Phil has provided counsel on every type of transaction, as well as throughout the stages of each transaction. Phil keeps current on emerging industry trends, regularly advises companies and investors on alternative financing structures, reviews and negotiates financing documents with liquidity events in mind.

NeuroOne Medical Technologies Corporation (Nasdaq: NMTC) —July 2017 Reverse Merger Transaction with Original Source Entertainment, Inc.

Phil also regularly counsels boards of directors of public companies on corporate

—34’ Act Reporting Matters

governance issues, fiduciary duty matters (both generally and in the M&A context),

—August 2017 Convertible Note and Warrant Financing

compliance with the U.S. federal securities laws, and compliance with the listing standards

—October 2017 Convertible Note and Warrant Financing

of NASDAQ and the New York Stock Exchange.

—July 2018 PIPE

Education University of Utah, J.D. —William H. Leary Scholar —Moot Court Competition Hope College, B.A. —Washington Honors Semester —Phi Sigma Alpha

Helius Medical Technologies, Inc. (Nasdaq: HSDT)

—November 2018 PIPE

—34’ Act Reporting Matters

—October 2019 PIPE

—October 2020 $3.4 million PIPE

—November 2019 Convertible Note and Warrant Financing

—January 2021 $9.59 million underwritten public offering —September 2021 $15 million Equity Line of Credit —November 2021 $9.63 million CMPO —August 2022 $18 million public offering

Admissions

—June 2023 ATM

Michigan

—May 2024 Public Offering

Representative Matters Select Exchange Act Reporting Matters and Securities Offerings Gemphire Therapeutics Inc. (Nasdaq: GEMP) —August 2016 Initial Public Offering —34’ Act Reporting Matters —March 2017 $12.5 million PIPE —July 2017 $15 million loan with Silicon Valley Bank —February 2018 $22 million CMPO

NeuroBo Pharmaceuticals, Inc. (Nasdaq: NRBO)

—January 2019 PIPE

—April 2020 Convertible Note and Warrant Financing —July 2020 Development and Distribution Agreement with Zimmer, Inc. —July 2020 PIPE —January 2021 $12.5 million PIPE —May 2021 Up-Listing to The Nasdaq Capital Market —October 2021 $13.4 million CMPO —December 2022 ATM

—34’ Act Reporting Matters

—July 2023 CMPO

—January 2021 $10 million PIPE

—August 2024 Private Placement of Common Stock and Warrants

—October 2021 $14 million Registered Direct Financing and PIPE

—August 2024 Credit Facility

—November 2022 $32.3 million Underwritten Public Offering and Concurrent PIPE and License Transaction —June 2024 $70 million Concurrent Private Placement and Registered Direct Financing

—December 2019 Reverse Merger Transaction with NeuroBo Pharmaceuticals, Inc.

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Phillip Torrence

Ocuphire Pharma, Inc. (Nasdaq: OCUP)

Nuwellis, Inc. (Nasdaq: NUWE)

—March 2021 $18.1 million CMPO

—34’ Act Reporting Matters

—September 2021 $10 million CMPO

—34’ Act Reporting Matters

—January 2013 $25 million Equity Line of Credit

—October 2022 $11.04 million Underwritten Public Offering

—April 2013 $13.1 million CMPO

—March 2023 ATM

—September 2013 $46 million CMPO

—October 2023 Public Offering of Preferred Stock and Warrants

—November 2020 Revere Merger Transaction with Rexahn Pharmaceuticals, Inc. and Concurrent PIPE Financing

—March 2014 $40 million ATM —February 2015 $10 million loan with Silicon Valley Bank —July 2016 PIPE —August 2016 Asset Acquisition of Aquadex™ FlexFlow product from Gambro UF Solutions, Inc., an indirect subsidiary of Baxter International Inc. —July 2016 Registered Direct Financing and PIPE —October 2016 Registered Direct Financing and PIPE —April 2017 underwritten $9.2 million common stock and warrant financing —November 2017 underwritten $18 million common stock and warrant financing —January 2018 $4.1 million CMPO —March 2019 underwritten $10.8 million common stock and warrant financing —October 2019 Registered Direct Financing —November 2019 Registered Direct Financing —January 2020 underwritten $8.6 million common stock and warrant financing —March 2020 Registered Direct Financings —May 2020 Registered Direct Financing —August 2020 underwritten $12.4 million common stock and warrant financing

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—April 2024 Public Offering of Common Stock, Pre-Funded Warrants and Warrants —July 2024 Concurrent Private Placement and Registered Direct Offering of Common Stock, PreFunded Warrants and Warrants —November 2024 Warrant Inducement

Ocuphire Pharma, Inc. (Nasdaq: OCUP) —34’ Act Reporting Matters —November 2020 Revere Merger Transaction with Rexahn Pharmaceuticals, Inc. and Concurrent PIPE Financing —March 2021 $40 million ATM —June 2021 $12 million Registered Direct Financing —August 2023 $50 million Equity Line of Credit

—March 2021 $40 million ATM —June 2021 $12 million Registered Direct Financing —August 2023 $50 million Equity Line of Credit

WideOpenWest, Inc. (NYSE: WOW) —April 2013 A/B Exchange Offer for $725 million aggregate principal amount of outstanding 10.250% senior notes due 2019 and $295 million aggregate principal amount of outstanding 13.375% senior subordinated notes due 2019 —34’ Act Reporting Matters —Various Acquisitions and Divestitures

Select Mergers and Acquisitions Matters

Select Venture Capital Financing Transactions

Venture Capital Backed Sales: Represented numerous venture capitalbacked companies in the life sciences and medical device sector in connection with their sales to strategic acquirers.

Ablative Solutions, Inc.: —Multiple bridge financings —Series A Preferred Financing —Series B Preferred Financing

—Senior Secured Convertible Promissory Note Financing

—Senseonics Holdings, Inc. (Nasdaq: SENS) – PIPE Financing

Amplitude Vascular Systems, Inc.:

—Convertible Note Financing —Series B Preferred Financing Avertix Medical, Inc.: —Series A Preferred Financing

Going Private Transactions: Represented issuers, sponsors and management teams in connection with going private transactions.

Pacific Avenue Capital Partners, LLC: Represented PACP in numerous acquisitions and divestitures.

Stryker Corporation (NYSE: SYK): Represented Stryker in numerous acquisitions and divestitures.

—Bridge Financing —Series B Preferred Financing Business Combination Agreement for SPAC Transaction with BiosPlus Acquisition Corp —October 2023 Bridge Financing —July 2024 Series C Preferred Financing —September 2024 Senior Secured Convertible Promissory Note Financing Aseko, Inc.: —Multiple bridge financings

Tribune Publishing Company (NYSE: TPCO): Represented Tribune in numerous acquisitions and divestitures.

—Olympic Ophthalmics, Inc. – Series A-1 Preferred Financing and Bridge Financing

—Series D Preferred Financing

—Series A Preferred Financing Public Company Acquisitions/ Sales: Represented numerous publicly traded companies in connection with sale process and related sale and acquisition transactions.

—Amplitude Vascular Systems, Inc. – Series A Preferred Financing

—Nectero Medical, Inc. – Series D Preferred Financing

—Series C Preferred Financing Closely-Held Business Sales: Represented numerous owners of privately owned businesses in connection with their sales to private equity-backed companies and strategic acquirers involving billions of dollars in trade value.

BioStar Ventures: Investments in the following:

—Series A Preferred Financing —Series B Preferred Financing —Series C Preferred Financing —Series D Preferred Financing —Series E Preferred Financing —Series F Preferred Financing —Series G Preferred Financing —Series H Preferred Financing —Series I Preferred Financing

—Greenbrook TMS Inc. (Nasdaq: GBNH/TSX: GTMS) – PIPE Financing —REVA Medical, LLC – Series C Preferred Financing Bryn Pharma, LLC: —Series 3 Preferred Unit Financing —Series 4 Preferred Unit Financing Catalio Capital Nexus Funds: Investments in the following: —Affini-T Therapeutics, Inc. – Series B Preferred Financing —Alentis Therapeutics AG – Series D Preferred Financing —Anagenex, Inc. - Series A Preferred Financing —ArriVent Biopharma, Inc. - Series B Preferred Financing —Blackrock Microsystems, Inc. – Series C Preferred Financing —Blackrock Microsystems, Inc. – Bridge Financing —Boost NeuroScience, Inc. – Bridge Financing —Boost Neuroscience, Inc. - Series Seed Preferred Financing —Carbon Health Technologies, Inc. - Series D Preferred Financing —Carbon Health Technologies, Inc. – Convertible Note Financing 23

Phillip Torrence

—Cartography Biosciences, Inc. Series A Preferred Financing

—LifeSprout, Inc. - Convertible Note Financing

—SetPoint Medical Corporation Series C Preferred Financing

—Cambrian BioPharma, Inc. – Series B Preferred Financing

—manaT Bio, Inc. – Bridge financing

—Sherlock Biosciences, Inc. – Series B Preferred Financing

—Celsius Therapeutics, Inc. Series C Preferred Financing —Character Biosciences, Inc. Series A Preferred Financing —Clover Therapeutics, Inc. Series A Preferred Financing —Dianthus Therapeutics, Inc. PIPE-Reverse Merger with Magenta Therapeutics, Inc. —Dianthus Therapeutics, Inc. - PIPE Financing —eGenesis, Inc. – Series C Preferred Financing —Ensoma, Inc. - Series B Preferred Financing —Entos, Inc. – Series A Preferred Financing —Enveda Therapeutics, Inc. – Series B Preferred Financing —Faze Medicines, Inc. – Series A Preferred Financing —Fractyl Laboratories, Inc. – Series F Preferred Financing —Freenome Holdings, Inc. – Series C&D Preferred Financing —Georgiamune, Inc. - Series A Preferred Financing —Haystack Oncology, Inc. – Series A Preferred Financing —Haystack Oncology, Inc. Merger Transaction with Quest Diagnostics Incorporated —Iambic Therapeutics, Inc. – Series B-2 Preferred Financing —Immunai Inc. – SAFE financing —Insightec, Ltd. – Series G Preferred Financing —LifeSprout, Inc.- Series A Preferred Financing 24 Honigman LLP

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Life Sciences

—Medical Informatics Corp. Series B Preferred Financing —Metagenomi Technologies, LLC Series B-1 Preferred Financing —NextPoint Therapeutics, Inc. Series B Preferred Financing

—Sensei Biotherapeutics, Inc. – Series BB Preferred Financing —Septerna, Inc. - Series A Preferred Financing

—Noetik Inc. – Series Seed Financing

—Septerna, Inc. - Series B Preferred Financing

—Noetik Inc. – Series A Preferred Financing

—SetPoint Medical Corporation – Series B Preferred Financing

—Octant Bio, Inc. – Series B Preferred Financing

—Singular Genomics Systems, Inc. – Bridge Financing

—Odyssey Therapeutics, Inc. Series B Preferred Financing

—Script DNA - Series C Preferred Financing

—OnCusp Therapeutics, Inc. – Series A Preferred Financing

—Spiral Therapeutics, Inc. – Series A-4 Preferred Financing

—Perceive Biotherapeutics, Inc. Series B Preferred Financing

—Star Therapeutics, LLC – Series C Preferred Financing

—Perceive Biotherapeutics, Inc. - SAFE Financing

—Thrive Earlier Detection Corp. – Series B Preferred Financing

—Perfuse Therapeutics, Inc. – Series A Preferred Financing

—Volastra Therapeutics, Inc. – Series A Preferred Financing

—Pheast Therapeutics, Inc. – Series A Preferred Financing

—WindMIL Therapeutics, Inc. – Bridge Financing

—Port Therapeutics, Inc. – Series Seed Preferred Financing —PrognomIQ, Inc. – Series C Preferred Financing —PrognomiQ, Inc. – Series D Preferred Financing

Stryker Corporation (NYSE: SYK): —Negotiate Preferred Stock investments Svelte Medical Systems, Inc.: —Multiple bridge financings

—Proto Axiom Pty Ltd - Series A Preferred Financing

—Series A Preferred Financing

—RefleXion Medical, Inc. – Series E Preferred Financing

—Series C Preferred Financing

—RefleXion Medical, Inc. – Series F Preferred Financing

—Series B Preferred Financing

Vestaron Corporation:

—Recursion Pharmaceuticals, Inc. – Series D Preferred Financing

—Multiple bridge financings

—Satellite Biosciences, Inc. Series A Preferred Financing

—Series B Preferred Financing

—Series A Preferred Financing

—Series B-1 Preferred Financing —Series C Preferred Financing

Hostile Takeovers and Proxy Contests Extensive experience with unsolicited takeover proposals, proxy contests for corporate control and related areas Represented corporations in connection with complex acquisitions, and as an adviser to boards of directors regarding strategic planning, antitakeover defenses and best practices in corporate governance Represented Daniel J. Mangless in Successful Proxy Fight with Zevra Therapeutics, Inc.’s 2023 Annual Meeting of Stockholders

Industry Concentration Medical Device and Life Science Companies Represented growing life science companies and medical device companies throughout the country in securing venture capital from leading domestic and international investors Assisted life science and medical device clients in growing and entering new business lines through corporate partnerships and strategic licensing arrangements

Prior Experience

“Phillip Torrence is called a ‘significant

Miller, Canfield, Paddock and Stone, P.L.C., Senior Partner, 2006-2008; Associate, 2001-2005; Chairman, Venture and Technology Group; Deputy Leader, Kalamazoo Office

corporate practice and often handles

Varnum, Riddering, Schmidt & Howlett, LLP, Associate Attorney, 1999-2001 Utah Attorney General’s Office, Law Clerk, 1998-1999, Criminal Appeals Division United States District Court, Judicial Extern to The Honorable Dee Benson, 1998 Utah Supreme Court, Judicial Extern to The Honorable Christine M. Durham, 1998

deal maker’ by his peers. He has a broad transactions relating to the life sciences and financial services industries.”

“Hailed as a ‘great lawyer,’ Phillip Torrence assists clients from the life sciences, media and financial services sectors with transactional matters. His work includes representing Tronc in its acquisition of a New York City newspaper.” “[Philip] frequently represents clients from the financial services and life sciences sectors in a range of transactions.

One source describes as ‘very savvy and impressive,’ and notes that he ‘knows how to do a deal well.’”

Awards Listed in Chambers USA, 2014-2019, 2021-2024 Recognized in Corporate/M&A in Michigan; Chambers USA states: “[Phillips’s] a great attorney.”

“Phillip Torrence provides great counsel and is a very cost-efficient resource.”

“He’s timely and reliable.” “Phillip is a seasoned attorney capable of handling sophisticated issues.”

“Phillip is very talented, extremely responsive and pragmatic.”

“Phillip Torrence is based in western Michigan and has a growing reputation in the local and regional corporate and M&A market. He handles transactional matters for both public and private clients, particularly those in the financial services sector.”

“He is particularly noted for his work in the life sciences space and is described as a ‘phenomenal communicator and organizer, and a great negotiator.’”

“The ‘very talented’ Torrence is active in representing public and private companies in various industries including

“Phillip Torrence has significant

life sciences and financial services and

experience advising clients on corporate

is praised by sources as ‘an excellent

finance transactions, most recently in the

lawyer’ who ‘gets things done.’”

medical device and life sciences sector.”

Clients add, “He is very well respected and he is a great lawyer” and “He is a good lawyer, he’s smart and does a good job representing his clients’ interests.”

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Phillip Torrence

Law Bulletin Media Leading Lawyers, Banking & Financial Institutions Law, 2017, 2023-2024 Leading Lawyers, Corporate Finance Law, 2017, 2023-2024 Leading Lawyers, Mergers & Acquisitions Law, 2017, 2023-2024 Leading Lawyers, Publicly Held Corporations Law, 2017, 2023-2024 Michigan Super Lawyers, 2009-2019 Recognized as one of the: Top 100 Super Lawyers, 2013-2014 and 2016 Top 50 Business Super Lawyers, 2014 M&A Advisor Recognized as one of “40 Under 40” Legal Advisors, 2014 Michigan Lawyers Weekly Recognized as one of 25 “Leaders in the Law,” 2012 LMG Life Sciences Recognized practitioner for Corporate, Mergers & Acquisitions, Venture Capital - 2021-2022 Venture Capital Attorney of the Year - 2022-2024 - Shortlisted nominee The Best Lawyers in America, 2024-2025 Recognized in practice area of Mergers and Acquisitions Law

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