On June 24, 2019, the United States Supreme Court announced it would overturn its ban on vulgar trademarks. The decision in Iancu v. Brunetti, holds that prohibiting trademarks that consist of or comprise immoral or scandalous matter violates the First Amendment. Husch Blackwell’s Kris Kappel and Tara Allstun provide insight on the decision including what

The craft beer revolution in Colorado is nothing new. Recently, however, Colorado has seen growth in the production of craft spirits. Wineries and brewpubs have long been permitted to sell food on premises, but manufacturers of distilled spirits were prohibited from doing so.

That has now changed. Colorado Governor John Hickenlooper recently signed into law

On November 21, 2014, the United States Court of Appeals for the Seventh Circuit issued a very tough opinion for lenders.  In this case, a borrower signed a $1,100,000.00 Promissory Note dated December 15 and an Agricultural Security Agreement dated December 13. The Security Agreement said that it granted the bank a security interest in

DogandHorse178712120Animal health is a hot sector for investment right now because it is perceived as a quicker path to ROI as compared to human health.  From venture capital to IPOs, money is pouring into animal health.  Unfortunately, the animal health space has been a very niche, insular sector for its entire existence, at least as

According to Federal Judicial Caseload Statistics, nearly five percent more Fair Labor Standards Act cases were filed between April 1, 2013 and March 31, 2014 than during the same period in 2012-2013.  This 2013-2014 total of 8,126 newly-filed FLSA cases is nearly 2,500 more than the 2008-2009 total of 5,644.

 

 

“Ban the Box” laws continue to crop up across the country. “Ban the Box” laws prohibit employers from inquiring about an applicant’s criminal history prior to the first or second interview or until an offer is made. While “Ban the Box” laws do not prevent employers from considering and even rejecting applicants at later stages

The National Conference of Commissioners on Uniform State Laws (“NCCUSL”) promulgated significant revisions to Article 9 of the Uniform Commercial Code (“UCC”) in 2010 (the “2010 Amendments”).  Most of the states adopted those revisions in 2013 with an effective date of July 1, 2013.  The one-year anniversary of the 2010 Amendments is fast upon us and all lenders, including ag lenders may need to take action.

TRANSITION RULES FOR 2010 AMENDMENTS TO UCC ARTICLE 9

The 2010 Amendments provide transition rules in the new Article 9 Part 8 of the 2010 Amendments, which are intended to allow orderly transition into the 2010 Amendments. If a financing statement was sufficient under the UCC prior to the 2010 Amendments, a secured party will only need to take action to remain perfected in certain cases, which are described below.

1. The General Rule is That The Secured Party Remains Perfected. Section 9-805(b) provides the general rule that the 2010 Amendments do not render ineffective a filed financing statement that perfected a security interest under Article 9 prior to the 2010 Amendments.

a) The Individual Debtor in Alternative A States. If a secured party filed a UCC-1 in an individual’s name prior to the effective date of the 2010 Amendments, the secured party continues to have a perfected security interest against the individual in jurisdictions adopting Alternative A following the 2010 Amendments even if the name on the driver’s license differs from the individual’s name as filed. Such effectiveness would continue until the time the financing statement would have ceased being effective under pre-2010 Amendment Article 9.

b) The Individual Debtor in Alternative B States. If a secured party filed a UCC-1 in an individual’s name prior to the effective date of the 2010 Amendments, the secured party continues to have a perfected security interest against the individual in jurisdictions adopting Alternative B following the 2010 Amendments since use of the “individual name of the debtor” is sufficient under Alternative B as well as under pre-2010 Amendment Article 9. Any name that was sufficient before the effective date will also comply with the new individual name rules in Alternative B states.

c) Corporations, Limited Liability Companies, Partnerships. There are no special rules in the 2010 Amendments that have any effect on the continued effectiveness of financing statements properly filed against debtors that are corporations, limited liability companies, general partnerships or limited partnerships. If a secured party filed a UCC-1 in an entity’s name prior to the effective date of the 2010 Amendments, the secured party continues to have a perfected security interest against the entity B following the 2010 Amendments However, see the section below on Continuation Statements.
Continue Reading 2013 Amendments to UCC Article 9 – Lenders May Need To Take Action

In arguments before the Supreme Court earlier this week, Coca-Cola asserted that its label for Minute Maid “Pomegranate Blueberry” juice, which contained a “flavored blend of 5 juices” complies with FDA rules and therefore, Coca-Cola could not be sued by a competitor for using an allegedly “misleading” label under the Lanham Act.  Years ago, the

From the 1980s, scientists from around the world started to search for specific genes that were associated with increased hereditary risk for breast cancer.  By 1990, two genes, BRCA1 and BRCA2, were discovered that if they had specific mutations/alleles would impart an increased risk for breast cancer in women.

In 1994, Myriad Genetics announced that they had sequenced the mutant alleles of BRCA1 and in the subsequent year, they sequenced the mutant alleles for BRCA2.  Right away, Myriad sought and obtained two different kinds of composition patents covering the genetic material of the BRCA genes.  First, they patented the isolated DNA molecules of BRCA1 and BRCA2.  Second, they obtained patents to “complementary DNA” (cDNA) associated with each of the BRCA genes.  cDNA contains only the coding sequences of the gene.  Unlike DNA, it normally does not exist in the body.

With these composition patents, Myriad started to offer exclusive screening of the BRCA genes to women wanting to know their hereditary cancer risk.  However, in 1996, the Genetic Diagnostic Laboratory (“GDL”) at the University of Pennsylvania also started to offer diagnostic screening for the BRCA genes.  Myriad then sent a series of cease-and-desist letters notifying GDL to stop offering BRCA screening to which GDL complied.  At around the same time, Myriad filed several patent infringement suits against other parties that were offering BRCA testing.  The suits were dismissed when these other parties ended their BRCA testing.

A few years later, numerous parties, including doctors at GDL, initiated legal action in the Southern District of New York seeking a declaratory judgment that Myriad’s BRCA patents were invalid.  The District Court granted summary judgment in favor of the plaintiffs, declaring that Myriad’s composition claims for both isolated DNA and cDNA were not patentable under the “products of nature” exception.  In making the ruling, the District Court relied on the decision by the U.S. Supreme Court in Chakrabarty, 447 U.S. 303 (1980) that required a patentable composition of matter to include “markedly different characteristics” from a product of nature.  Thus, the District Court was unconvinced that simply isolating a DNA molecule would make it “markedly different” in a legally significant manner.  Further, the District Court considered the coding sequences of cDNA to be identical to portions of naturally occurring DNA, and accordingly, the District Court deemed the cDNA was also not patentable under the “products of nature” exception.


Continue Reading DNA Composition Claim in the U.S.

DogandHorse178712120Initial public offerings (IPOs) are all the rage in the animal health industry because they are new, sexy, and unknown, much like a beautiful stranger you might meet at a cafe in Paris.  And just as with the stranger in Paris, the infatuation investors have for animal health could lead to happiness or it could lead to disaster.  It may sound trite, but before committing to a long term stay in Paris with your new flame or jumping into an animal health investment, do your homework and due diligence.  Unfortunately, it appears that some investors do not know enough about the industry to understand the data they see.  This is understandable given the history of the animal health industry.

In 2012, there were no publically traded animal health pharmaceutical companies in the US.  Animal health companies were either privately owned or were de minimis divisions of large human health pharmaceutical companies.  This meant that there was little meaningful financial data available to the investment community. 

Then, in January 2013 Pfizer spun off its animal health division and created Zoetis through an IPO.   The perceived success of the Zoetis IPO started a wave of IPOs in the animal health space.  Aratana Therapeutics issued a $40 million IPO in June 2013.  Kindred Biosciences followed with a $40 million IPO in December 2013.  Phibro recently announced an IPO scheduled for 2014.  There are several others in the planning stages and some estimate as many as 12 animal health related IPOs could occur in the next three years.    

Fifteen months after the Zoetis IPO, Zoetis remains the single significant source of publically available financial data for the entire animal health pharmaceutical industry.  Yet, we are on the verge of an avalanche of animal health IPOs.  Is this surge of investment in animal health a good thing for investors or the animal health industry?  I do not know, but knowledge of the industry is the key to success. 


Continue Reading Animal Health IPOs – Industry Knowledge Is Critical