Joanna Schlingbaum
Partner
Technology & IP Transactions
Overview
Joanna Schlingbaum is a partner in the Technology & IP Transactions Practice Group in the New York office of Kirkland & Ellis LLP. Joanna’s practice focuses on advising clients on a variety of commercial transactions involving intellectual property and technology, including mergers and acquisitions, joint ventures and strategic alliances, collaboration agreements, IP licenses, cybersecurity and data privacy, and other strategic commercial contracts. Joanna has experience advising clients in a broad range of industries, including life sciences and pharmaceuticals, healthcare, software and electronics, videogames, gaming and gambling, chemicals, manufacturing, technology, consumer goods, and financial services.
Experience
Representative Matters
Public Company Representations
- Bristol-Myers Squibb in its approximately $74 billion acquisition of Celgene Corporation
- Danaher Corporation in its $21.4 billion acquisition of the biopharma business of General Electric
- GlaxoSmithKline in its sale of its royalty interests in cabozantinib products to Royalty Pharma
- Eli Lilly in its:
- $1.4 billion acquisition of POINT Biopharma
- collaboration with Kumquat Biosciences for the discovery and development of new small molecule cancer treatments
- collaboration and license agreements with Quanterix Corporation for the development of immunoassays for the diagnosis and treatment of Alzheimer’s disease
- license agreement with Aclaris Therapeutics for the treatment of alopecia areata
- Phibro Animal Health on its $350 million asset acquisition from Zoetis
- Krafton in its acquisition of game development studio Unknown Worlds
- Rush Street Interactive, LP in its $1.7 billion business combination with dMY Technology Group, Inc.
- Celsius Network LLC and its affiliates in their Chapter 11 cases filed in the U.S. Bankruptcy Court for the Southern District of New York. Celsius is one of the largest and most sophisticated cryptocurrency-based finance platforms in the world and provides financial services to institutional, corporate, and retail clients across more than 100 countries. With over $5.5 billion in liabilities, Celsius is the largest cryptocurrency Chapter 11 filing to date
- Metaco, a Swiss-based provider of digital asset and tokenization technology, in its sale to Ripple
- Carlisle Companies in the $2.025 billion sale of Carlisle Interconnect Technologies to Amphenol Corporation
- Haynes International in its approximately $1 billion pending sale to North American Stainless
- Carvana in its $2.2 billion acquisition of ADESA US, a wholly owned subsidiary of KAR Global
- Carvana in various capital markets transactions, including an exchange offer for up to $1 billion of Carvana’s five tranches of unsecured notes and related transactions
- Huntsman Corporation in multiple transactions including:
- $700 million sale of its textile effects division to Archroma, a portfolio company of SK Partners
- $300 million acquisition of CVC Thermoset Specialties
- $350 million acquisition of Icynene-Lapolla
- $2.1 billion sale of its chemical intermediates and surfactants businesses to Indorama Ventures
- John Bean Technologies (JBT) in its:
- proposed €3.5 billion acquisition of Marel
- $800 million sale of its AeroTech Business to Oshkosh Corporation
- ABB in the $2.9 billion sale of its mechanical power transmission division to RBC Bearings
- Intelsat in its $400 million carve-out acquisition of the commercial aviation business of Gogo
- Zebra Technologies in its acquisition of Reflexis Systems, Inc.
Private Equity Sponsor Transactions
- Sagard Senior Lending Partners as a lender to WildBrain Ltd. in connection with a five-year $415 million senior secured credit facility consisting of a $375 million term loan and a $40 million revolving credit facility
- Ryan, LLC in its CAD $700 million acquisition of the Property Tax business of Altus Group Limited
- Thoma Bravo, a premiere private equity firm investing in software and technology, in its:
- in its take-private acquisition of Everbridge, Inc. (NASDAQ: EVBG) for $1.5 billion
- in its definitive agreement to acquire Magnet Forensics Inc., a developer of digital investigation solutions
- take-private of SailPoint Technologies, a cybersecurity company
- strategic investment in Grayshift, a leading provider of digital forensics solutions
- in its minority investment in Intel 471, a provider of cyber threat intelligence for leading enterprises and governments
- The Carlyle Group in its acquisition of British video game studio Jagex, and subsequent sale to CVC and Haveli Investments
- Welsh, Carson, Anderson & Stowe in its acquisition of EquiLend, a technology, data and analytics company for the securities finance industry
- Silversmith Capital Partners in its:
- substantial investment from Insight Partners for Silversmith’s portfolio company DistroKid, the world’s leading distributor of independent music
- majority growth investment in JetNet
- TJC, L.P. in connection with its $1.385 billion sale of its portfolio company Communications & Power Industries’ Electron Device business to TransDigm Group Incorporated (NYSE:TDG)
- Montagu Private Equity on the $700 million acquisition of Johnson Matthey’s medical device components business
- Nautic Partners in its creation of CarepathRx specialty pharmacy platform, including:
- CarepathRx Health System Solutions in its strategic partnership with and investment by Evernorth Health Services, a subsidiary of The Cigna Group (NYSE: CI)
- its acquisition of BioPlus, a specialty pharmacy, and subsequent divestiture of BioPlus to Elevance (NYSE: ELV)
- its acquisition of ProHealth, a provider of infusion pharmacy management services
- CarepathRx’s add-on of ExactCare, a medication management and home care health provider
- CarepathRx’s partnership with University of Pittsburgh Medical Center’s (UPMC) Chartwell Specialty Pharmacy and Home Infusion Subsidiary
- Clearhaven Partners in its investment in Korbyt
- BayPine, in partnership with TSG Consumer Partners and existing significant equity-holder West First Management, in the acquisition of Mavis Tire Express Services
- Gemspring Capital in its acquisition of Fenceworks, LLC
- Redwood Capital Investments on its acquisition of the occupational portion of the Work segment of VF Corporation
- KKR-backed Corel Corp. in its acquisition of Ad Remover
- Helios Holdings Limited in its combination with Fairfax Africa Holdings Corporation to create a leading pan-Africa focused listed alternative asset manager
- Cint, a portfolio company of Nordic Capital, in its acquisition of P2Sample
- Nordic Capital in its
- majority acquisition of Zafin, a leading provider of SaaS core modernization and transformation solutions for financial institutions around the world
- acquisition of a majority holding in Orchid Orthopedic Solutions
- Windjammer Capital Investors on its acquisition of Hermetic Solutions Group, manufacturer of advanced hermetic packaging and components
- The Jordan Company LP in its:
- acquisition of Vyne, a provider of software solutions for secure health information exchange and electronic healthcare communication management
- majority investment in Gladson, which provides a software platform for brands, retailers, and food distributors
- Abry Partners in its:
- strategic investment in U.S. Legal Support, Inc., a provider of litigation support services
- strategic investment in Millennium Trust Company, a provider of technology-enabled retirement services and investment solutions
- Ontario Teachers’ Pension Plan Board (OTPP) in its $250 million majority stake investment in Sevana Bioenergy, a developer of large-scale renewable natural gas projects
Prior Experience
Associate, Patent Litigation, Weil, Gotshal & Manges LLP, 2015–2018
More
Recognition
Recognized in Best Lawyers: Ones to Watch by Best Lawyers, 2021
Credentials
Admissions & Qualifications
- 2016, New York
- Registered to practice before the United States Patent and Trademark Office
Education
- Columbia Law SchoolJ.D.2015
James Kent Scholar
Harlan Fiske Stone Scholar
Bluebook Editor, Science and Technology Law Review
- University of VirginiaB.A., Political Philosophy, Policy and Lawwith High Distinction2012Dean’s List
News &
Insights
Kirkland Advises VSP Vision on Acquisition of Eyemart Express