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Daniel T. Kajunski

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[email protected]

+1.617.348.1715

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Dan is a corporate and securities attorney whose practice spans the full gamut of corporate law. He has advised clients for over two decades in public and private equity and debt financings, securities law matters, mergers and acquisitions, and strategic advice on a broad range of other corporate matters. He capably counsels public and private companies with offerings, compliance, and securities questions and leads buyers and sellers throughout the transaction process. Dan represents life sciences companies as well as clients in other technology fields, financial services, and professional services firms.

Dan’s practice focuses primarily on venture finance, securities law and offerings, mergers and acquisitions, and general business and corporate law, primarily for life sciences and technology companies.

VCs, strategic investors, and issuers rely on Dan’s extensive experience in private fund raising, including equity and debt financings. Public companies also turn to him in connection with public and private offerings and their securities law and compliance needs. In addition, both buyers and sellers engage Dan to counsel them in complicated mergers and acquisitions. Dan also regularly advises both private and public companies at various stages of development on general corporate matters.

Prior to joining the firm, Dan served as a law clerk to the justices of the Superior Court of Massachusetts. While in law school, he served as a staff author and comment editor for the Suffolk University Law Review.

Dan is a corporate and securities attorney whose practice spans the full gamut of corporate law. He has advised clients for over two decades in public and private equity and debt financings, securities law matters, mergers and acquisitions, and strategic advice on a broad range of other corporate matters. He capably counsels public and private companies with offerings, compliance, and securities questions and leads buyers and sellers throughout the transaction process. Dan represents life sciences companies as well as clients in other technology fields, financial services, and professional services firms.

Experience

Offerings for Public Companies

  • Represented Vertex Pharmaceuticals (Nasdaq: VRTX) in over $2.0 billion in equity and debt offerings since 2006
  • Represented ImmunoGen (Nasdaq: IMGN) in approximately $350 million in equity offerings since 2008
  • Represented Amedica (Nasdaq: AMDA) in its IPO
  • Represented the underwriters in the IPO of Calithera Biosciences (Nasdaq: CALA)
  • Represented the underwriters in the IPO of American Depositary Shares of GW Pharmaceuticals (Nasdaq: GWPH) and two additional follow-on offerings

Venture Capital & Strategic Financings

  • Represented a public technology company in the semiconductor and life sciences industry (Nasdaq) in multiple strategic investments
  • Represented a public medical device company (NYSE) in multiple strategic investments
  • Represented Clarus Ventures in its investments in Ophthotech (Nasdaq: OPHT), VBI Vaccines (Nasdaq: VBIV), TyRx Pharma, and Link Medicine
  • Represented a public biotechnology company (Nasdaq) in its strategic equity investment in a private biotechnology company
  • Represented Style Me Pretty in its strategic investment from AOL (NYSE: AOL)
  • Represented Synchroneuron in multiple equity financings
  • Represented TransMolecular in multiple equity and debt financings
  • Represented Ion Torrent Systems in multiple equity financings
  • Represented I-Pulse in multiple equity financings
  • Represented TransForm Pharmaceuticals in multiple equity financings
  • Represented Hemera Biosciences in its Series A financing

Mergers & Acquisitions

  • Represented Brooks Automation (Nasdaq: BRKS) in its purchase of BioStorage Technologies
  • Represented a public biotechnology company (Nasdaq) in its entering into a merger option to acquire a private biotechnology company
  • Represented Clarus Ventures in the reverse merger of VBI Vaccines (Nasdaq: VBIV) with Paulson Capital
  • Represented Orchid BioSciences (Nasdaq: ORCH) in its sale to Laboratory Corporation of America (NYSE: LH)
  • Represented QIAGEN (Nasdaq: QGEN) in its purchase of SA Biosciences
  • Represented TransMolecular in its sale to Morphotek (a subsidiary of Eisai Co. (Tokyo Stock Exchange))
  • Represented Auspice in its sale to the ARRIS Group (Nasdaq: ARRS)
  • Represented EPIX Pharmaceuticals (Nasdaq: EPIX) in its merger with Predix Pharmaceuticals
  • Represented TransForm Pharmaceuticals in its sale to Johnson & Johnson (NYSE: JNJ)
  • Represented FastClick (Nasdaq: FSTC) in its sale to ValueClick (Nasdaq: VCLK)
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viewpoints

The SEC issued five new Compliance & Disclosure Interpretations (C&DIs) relating to the materiality assessment and disclosure requirements of material cybersecurity incidents under Item 1.05 of Form 8-K.

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Read about a recent statement from Erik Gerding, Director of the SEC’s Division of Corporation Finance, which provided clarification regarding the disclosure of cybersecurity incidents by reporting companies.

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Starting today, Tuesday, May 28, 2024, the amendments to Securities Exchange Act Rule 15c6-1 take effect, shortening the settlement cycle for most broker-dealer securities transactions to the trade date plus one business day (T+1) from the trade date plus two business days (T+2). In this alert, we discuss the T+1 settlement cycle and best practices for issuers to mitigate compliance issues and reduce the risk of failed settlements.

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Read about how the SEC’s final rules relating to special purpose acquisition companies (SPACs) and other shell companies, which take effect on July 1, 2024, and the agency’s recent guidance on reverse mergers are likely to impact SPAC-related transactions and alternative capital raising transactions.

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Read about the Fifth Circuit’s December 19 opinion vacating the Securities and Exchange Commission’s share repurchase disclosure rules, which were adopted in May 2023 and became effective on July 31, 2023.

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Read about the SEC’s amendments to the rules, adopted on October 10, 2023,  governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934.

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For US public companies with a second fiscal quarter ending on June 30, it’s time to evaluate whether to seek classification as a smaller reporting company by the SEC, which entails fewer disclosure requirements.

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Read about the executive compensation recovery “clawback” listing standards proposed by the NYSE and Nasdaq, the consequences for failing to meet these requirements, and the steps affected issuers should take to ensure compliance by the December 1 deadline.

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Read about the proposal by NYSE and Nasdaq to delay the effective date of the SEC’s clawback listing standards to October 2, 2023.

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Read about the SEC’s final rules requiring increased quantitative data and expanded narrative disclosure regarding share repurchases by an issuer.

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Events & Speaking

Speaker
Feb
11
2015

Public Company Director 101

Corporate Directors Group

Webinar

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Dan is a corporate and securities attorney whose practice spans the full gamut of corporate law. He has advised clients for over two decades in public and private equity and debt financings, securities law matters, mergers and acquisitions, and strategic advice on a broad range of other corporate matters. He capably counsels public and private companies with offerings, compliance, and securities questions and leads buyers and sellers throughout the transaction process. Dan represents life sciences companies as well as clients in other technology fields, financial services, and professional services firms.

Recognition & Awards

  • Boston Magazine Top Lawyers – Corporate Law (2021)

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