Paul M. Kinsella

Partner

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  • JD, with distinction, Stanford Law School, 1993
  • BA, summa cum laude, Boston College, 1988

Qualifications

  • Massachusetts, 1995
  • California, 1993
  • North Carolina, 2017
  • IFLR1000, Rising Star (2019-2020)
  • The Legal 500 (2014-2018, 2020)
  • Chambers USA: America's Leading Lawyers for Business (2011-2020)
  • Chambers Global (2020)
  • The Best Lawyers in America (2006-2012, 2015-2021)
  • Massachusetts Super Lawyers (2014-2016)

Paul M. Kinsella

Partner

Paul advises on business combinations, securities offerings, and governance matters.

Experience

Matters include representing:

  • Wright Medical N.V. in its sale to Stryker ($5.4 billion), which closed on its original terms despite the intervening COVID-19 pandemic; merger with Tornier ($3.3 billion); $1.5 billion in convertible note and primary and secondary equity offerings; and disclosure and governance matters
  • CIRCOR in its defense against an unsolicited bid and in a proxy contest with an activist investor
  • The lead underwriters in a $6.7 billion secondary offering of Regeneron common stock and a $2.0 billion Regeneron investment grade debt offering
  • Novavax in $1.5 billion in equity and convertible note offerings and disclosure and governance matters
  • TransMedics in its IPO, follow-on equity offering, and disclosure and governance matters
  • Sarepta in $2.5 billion in equity and convertible note offerings and disclosure matters
  • TESARO in its sale to GSK ($5.1 billion)
  • NxStage in its sale to Fresenius ($2.0 billion)
  • Ironwood in its IPO; spin-off of Cyclerion; $1.3 billion in equity and convertible note offerings; and disclosure, shareholder activism, and governance matters
  • The lead underwriters in the Elanco Animal Health IPO ($1.7 billion) and the dealer managers in the exchange of Elanco stock for Lilly stock ($8.6 billion)
  • Pfizer in its acquisitions of Medivation ($14 billion), in which Pfizer prevailed in an auction triggered by an unsolicited bid by another pharmaceutical company, and Hospira ($17 billion) 
  • Shire in its acquisitions of Baxalta ($32 billion), which commenced with an unsolicited public proposal shortly following Baxalta’s spin-off from Baxter, and
    Dyax ($5.9 billion)
  • Synageva in its sale to Alexion ($8.9 billion); $2.0 billion in equity offerings; and disclosure and governance matters
  • Cubist in its sale to Merck ($9.5 billion), which closed on its original terms despite an intervening negative patent ruling; acquisitions of Trius, Optimer, and Adolor, each for a combination of cash and contingent value rights;
    $1.1 billion in convertible note offerings; and disclosure and governance matters
  • Genzyme in its sale to Sanofi ($20.1 billion and contingent value rights), which commenced with an unsolicited bid; acquisitions of Bioenvision, AnorMED, which commenced with an unsolicited Genzyme tender offer and completed after Genzyme topped an agreement between AnorMED and Millennium, Bone Care, ILEX ($1.1 billion), SangSat, Focal, GelTex ($1.3 billion), and Biomatrix; $2.4 billion in equity, convertible note, and investment grade debt offerings; and shareholder activism, disclosure, and governance matters
  • Javelin in its sale to Hospira, which, after Javelin initiated litigation, closed on its original terms despite emergence of a contamination issue and which involved Hospira topping a merger agreement between Javelin and Myriad  
  • Biomimetic in its sale to Wright Medical for a combination of cash, stock, and contingent value rights
  • Zoetis in the exchange of Zoetis stock ($12.9 billion) for Pfizer stock to split-off Zoetis from Pfizer

Publications

  • JD, with distinction, Stanford Law School, 1993
  • BA, summa cum laude, Boston College, 1988
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