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Whitney J. Smith

Fax +1.212.536.3901
Whitney Smith is a partner in the New York office and a member of K&L Gates’ corporate/M&A group. His practice focuses on domestic and cross-border M&A, joint venture, and private equity transactions, including negotiated mergers, auction bid processes, distressed asset sales, leveraged buyouts, and the acquisition and divestiture of divisions and subsidiaries. In addition to corporate transactions, Mr. Smith advises public companies in connection with SEC reporting, corporate governance, and executive compensation matters. Mr. Smith has represented clients in a wide range of industries, including life sciences, media services, technology, financial services, manufacturing, and logistics, with a particular focus on the pharmaceutical industry.

In the pharmaceutical space, Mr. Smith has represented clients in all types of business development and M&A transactions, from single product Co-Development and Commercialization Agreements to acquisitions and divestitures of manufacturing facilities and baskets of products to full company acquisitions and FTC-mandated product divestitures. A number of his transactions have involved acquisitions in India.

Additional Information

  • Contributing author, Securities Practice Guide (Lexis Nexis, 2014 editions)
  • Endo International/Par Pharmaceutical, a generics and specialty branded pharmaceutical company, in numerous transactions, including:
    • Acquisition of Innoteq, a developer and manufacturer of transdermal patch and thin film pharmaceutical products
    • Acquisition of Edict Pharmaceuticals, an India-based R&D company
    • Sale of its Charlotte, North Carolina and Huntsville, Alabama manufacturing facilities
    • Acquisition of Nuray Chemicals Pvt. Ltd., an India-based developer and manufacturer of API
    • Acquisition of Ethic Bio Lab, a clinical trials business
    • Acquisition of a basket of 14 products in an FTC-mandated divestiture related to Watson Pharmaceuticals’ acquisition of Actavis
    • Product Development and Commercialization Agreements
  • Mayne Pharma, an Australia-based specialty pharmaceutical company, in its acquisition of six branded foam dermatology products from GSK
  • Mayne Pharma, in its acquisition of 42 generic products in an FTC-mandated divestiture related to Teva’s acquisition of Allergan’s generic pharmaceutical business
  • Erie Street Capital, in its acquisition (together with its acquisition partner PSP Capital Partners) of 3Q Digital, a performance & digital marketing agency
  • Engine Group, a marketing solutions company owned by Lake Capital, in its acquisitions of:
    • bRealTime, a supply-side digital advertising technology company that helps publishers monetize inventory through real-time bidding exchanges
    • Clearstream.tv, a demand-side digital advertising technology company
    • Balihoo, a provider of digital advertising technology enabling national brands to execute hyper-local campaigns
  • Silverpeak Life Sciences Uruguay, a Canadian company with operations in Uruguay and the first government license to grow and export medical cannabis in Uruguay, in its corporate structuring and Series A financing
  • Crane Co., a diversified manufacturer of industrial products, in its acquisition of Westlock Controls, a manufacturer of switchboxes, position transmitters and other solutions for networking, monitoring and controlling process valves
  • VitAG Corp., a company that had developed technology to manufacture fertilizer from biosolids, in its management buyout and subsequent restructuring involving an equity investment by TPG, a tax-exempt bond offering, a credit facility, and a real estate purchase for the purpose of constructing and commissioning its first biosolids-to-fertilizer plant
  • Solvay, a global chemical company, in the sale of its formulated resins business
  • London Stock Exchange Group in its acquisition of Bond.com, a publicly traded U.S. broker-dealer
  • Willis Group, a multinational risk advisor, insurance brokerage, and reinsurance brokerage company, in itsdivestiture of multiple offices and insurance brokerage businesses
  • Artesyn Technologies, a multinational power solutions company, in connection with an unsolicited proposal to merge the company and subsequently in connection with negotiations with an activist hedge fund that had acquired a 10% stake in the company
Other Transactions
  • Advised specialty generic pharmaceutical company Teligent in connection with refinancing its senior secured credit facilities
  • Advised venture capital firm in connection with numerous investments in early-stage technology companies and subsequent portfolio company financings
  • Represented a mortgage investment and servicing firm in connection with a numerous senior subordinated debt offerings and Trust Preferred Securities offerings
  • Advised NYSE-listed company in connection with a significant restatement of past financial statements and related SEC and NYSE inquiries