Warren L. Nachlis

Partner at Jones Day

Warren L. Nachlis

Warren L. Nachlis

Partner at Jones Day

Biography

Jones Day- Warren L. Nachlis Ph.D.
Partner-Warren Nachlis practices intellectual property law with an emphasis on licensing and technology transactions. His practice includes a wide range of intellectual property-related matters, including licensing, joint ventures, joint development agreements, development and supply agreements, technology issues, and strategic intellectual property counseling. Warren also routinely advises clients on intellectual property issues that arise in connection with larger corporate transactions such as mergers and acquisitions, capital markets offerings, secured lending transactions, asset securitizations, and private equity investments. Warren is co-leader of the Licensing & Technology Transactions services of the Firm's IP Practice.

Warren has experience in a broad spectrum of technology areas with particular emphasis in the pharmaceutical, biotechnology, medical device, electronics, media, entertainment, and financial information industries. His representative clients include BIC Corporation, H. J. Heinz, Jefferies & Company, King Pharmaceuticals, Monster Worldwide, SanDisk Corporation, sanofi-aventis, Symphony Capital, TheMarkets.com, Verint Systems, and VIZIO. In addition, Warren's experience includes patent litigation and interference matters, and he has a strong technical background in polymers, pharmaceuticals, chemistry, and biology.


Education

New York University (J.D. 1997); University of Massachusetts, Amherst (Ph.D. in Polymer Science and Engineering 1993); Franklin & Marshall College (B.A. in Chemistry 1987; Phi Beta Kappa)

Bar Admissions

New York and registered to practice before the United States Patent and Trademark Office

Experience


Ambac Assurance Corp.

Ambac Assurance serves as credit enhancer in whole business securitization of Sonic Corporation
Jones Day counseled Ambac Assurance Corporation, as credit enhancer, in connection with the $800 million whole business securitization of franchise agreements and related royalties, intellectual property and other assets of Sonic Corporation, the largest chain of drive-in restaurants in America, and its subsidiaries with respect to franchises of Sonic Drive-In restaurants.

Babcock & Wilcox Company

B&W Modular Nuclear Energy affiliate of The Babcock & Wilcox Company formed to deploy a scalable US-manufactured, Generation III++, passively safe Advanced Light Water Reactor
Jones Day advised B&W Modular Nuclear Energy, LLC an affiliate of The Babcock & Wilcox Company formed to deploy a scalable US-manufactured, Generation III++, passively safe Advanced Light Water Reactor.

Cabot Corporation

Cabot to divest its Supermetals business for $400 million
Jones Day is advising Cabot Corporation in the $400 million sale of its Supermetals business to Global Advanced Metals.

Church's Chicken

Church's Chicken completes whole-business securitization
Jones Day advised Cajun Operating Company d/b/a Church's Chicken, a quick-service restaurant chain, in connection with a whole-business securitization consisting of the issuance of $220 million of Senior Secured Notes and $25 million of Senior Secured Revolving Notes.

Chrysler LLC

Chrysler sold to Fiat-led "New Chrysler" after historic court proceedings
After a historic battle all the way to the United States Supreme Court, Chrysler LLC sold substantially all of its assets to Fiat-led "New Chrysler" (Chrysler Group LLC) on June 10, 2009, providing the opportunity for its iconic brands and U.S. operations to survive.

Connell Limited Partnership

Connell Limited Partnership sells Dayton Progress and AD Components Business of The Anchor Danly Company, to MISUMI Group for ¥15.6 billion (US$200 million)
Jones Day advised Connell Limited Partnership in its sale of America's largest maker of die components, Dayton Progress Corporation, and its components business (AD Components Business) of The Anchor Danly Company, to MISUMI Group Inc. for ¥15.6 billion (US$200 million).

Dennis Publishing Ltd.

Dennis Publishing completes sale to Quadrangle Capital
Jones Day advised Dennis Publishing, Inc., one of the world's leading independent publishers, in connection with its sale to Quadrangle Capital Partners II LP, a private equity fund that specializes in the media and communications industries.

Fluor Corporation

Fluor acquires majority interest in NuScale Power
Jones Day advised Fluor Corporation, one of the world’s largest engineering, procurement, and construction firms, in connection with its acquisition of a majority interest in NuScale Power, LLC, an Oregon-based small modular reactor technology company, and subsequent $30 million in further investments and commitments.

Gavilon Holdings, LLC

Gavilon Holdings to be acquired by Marubeni for $3.6 billion
Jones Day is advising Gavilon Holdings, LLC on its $3.6 billion acquisition by Marubeni Corporation, one of the largest general trading companies in Japan.

Goode Partners

Goode Partners invests in Dave's Killer Bread company
Jones Day advised Goode Partners LLC in connection with its investment in Dave's Killer Bread Company, a bread company based in the Pacific Northwest.

International Automotive Components Group North America LLC (IAC)

International Automotive Components Group acquires Soft Trim for $134 million
Jones Day advised International Automotive Components Group North America, LLC, in its $134 million acquisition of Soft Trim, the carpet & acoustics division of Collins & Aikman Corporation.

International Automotive Components Group acquires Lear's North American Interior Systems Division for $150 million
Jones Day advised International Automotive Components Group North America, LLC (IAC NA) in its $150 million acquisition of the North American Interior Systems Division of Lear Corporation.

International Automotive Components purchases Collins & Aikman assets
Representation of W.L. Ross in connection with the acquisition of the North American soft trim and Mexican plastics assets of chapter 11 debtor Collins & Aikman.

Jeffries & Company, Inc.

Jefferies, representative of the underwriters, completes $57.4 million sale of Common Shares in public offering by Westport Innovations
Jones Day advised Jefferies & Company, Inc., representative of the underwriters, in connection with the $57.4 million sale of Common Shares in a public offering by Westport Innovations Inc., a leading provider of high-performance, low-emission engine and fuel system technologies utilizing gaseous fuels.

Jefferies conducts IP due diligence for various IPOs
On behalf of Jefferies & Company, Inc., Jones Day conducted intellectual property due diligence review of matters related to specific initial public offerings underwritten by Jefferies.

Lam Research Corp.

Lam Research and Novellus Systems combine in $3.3 billion all-stock transaction
Jones Day advised Lam Research Corp. in its $3.3 billion stock-for-stock acquisition of Novellus Systems, Inc.

Morgan Stanley

Morgan Stanley underwrites follow-on public offering of Common Shares by Westport Innovations
Jones Day represented Morgan Stanley & Co. Incorporated, as underwriter and lead bookrunner, in connection with the $121.7 million follow-on public offering of Common Shares by Westport Innovations, Inc., a leading provider of high-performance, low-emission engine and fuel system technologies utilizing gaseous fuels.

Omron Corporation

Omron sells equity interest in Power Systems
Jones Day advised Omron Corporation (TSE-listed) in its sale of its equity interest in Power Systems, Ltd., a maker of flexible, slim pack, electrical double layer capacitors, to Ioxus, Inc., a U.S. company in the energy storage business for clean energy, EV, transportation, and other applications.

Parker Aerospace

Parker Aerospace launches joint venture with GE Aviation to form Advanced Atomization Technologies
Jones Day advised Parker Aerospace, a subsidiary of Parker Hannifin Corporation, in a joint venture with GE Aviation to form Advanced Atomization Technologies, LLC, to enhance the development and manufacture of commercial aircraft engine fuel nozzles.

Quigo Technologies, Inc.

Quigo Technologies is acquired by AOL
Jones Day advised Quigo Technologies, Inc. in its acquisition by AOL LLC.

Readers Digest

Reader's Digest completes $2.0 billion sale to Ripplewood investor group
Jones Day advised The Reader's Digest Association, Inc. in its $2.4 billion acquisition by an investor group led by Ripplewood Holdings LLC.

Sanofi-Aventis

Sanofi divests Dermik dermatology unit to Valeant Pharmaceuticals for $425 million
Jones Day advised Sanofi in the divestiture of its Dermik dermatology unit to Valeant Pharmaceuticals International Inc. for $425 million.

sanofi-aventis and U.S. biopharmaceutical company Ascenta Therapeutics sign license agreement in oncology
Jones Day is advising sanofi-aventis S.A., a leading global pharmaceutical company, in connection with an exclusive global collaboration and licensing agreement with Ascenta Therapeutics, a U.S. biopharmaceutical company, covering several early-stage compounds being investigated for their potential to restore tumor cell apoptosis (programmed cell death).

sanofi-aventis acquires BiPar Sciences
Jones Day advised sanofi-aventis in connection with a competitive auction to acquire BiPar Sciences, Inc., a privately held biotech company located in Brisbane, California.

SAP AG

SAP acquires leading cloud-based business commerce network Ariba for $4.3 billion
Jones Day advised SAP AG in its $4.3 billion acquisition of Ariba, Inc.

SunPower Corporation

SunPower and Total partner to create new global leader in solar industry with $1.4 billion tender offer
Jones Day advised SunPower Corporation in the completion of the $1.4 billion tender offer by Total for up to 60% of SunPower's outstanding Class A Common Shares and 60% of SunPower's outstanding Class B Common Shares at a price of $23.25/share for each class.

Symphony Capital LLC

Symphony Capital forms joint venture with OXiGENE
Jones Day advised Symphony Capital Partners, L.P., and its co-investors in connection with a series of transactions with OXiGENE, Inc. to provide up to $40 million to further advance OXiGENE's pipeline of vascular disrupting agent drug candidates for cancer and eye diseases.

Symphony Capital forms joint venture with Lexicon Pharmaceuticals
Jones Day advised Symphony Capital Partners, L.P., and its co-investors in connection with a collaborative development agreement with Lexicon Pharmaceuticals, Inc. to establish a joint venture, Symphony Icon Inc. Symphony will provide $65 million in funding to accelerate clinical and other related development activities for three of Lexicon's product candidates: LX6171 for cognitive disorders, LX1031 for irritable bowel syndrome and LX1032 for gastrointestinal disorders.

Symphony Capital forms joint venture with Alexa Pharmaceuticals
Jones Day advised Symphony Capital Partners, L.P., and its co-investors in connection with a collaborative development agreement with Alexza Pharmaceuticals, Inc. to establish a joint venture, Symphony Allegro, Inc.

TheMarkets.com LLC

TheMarkets.com sells its research and estimates business to CapitalIQ
Jones Day assisted in advising TheMarkets.com LLC in the sale of its research and estimates business to Capital IQ, a Standard & Poor's business and subsidiary of The McGraw-Hill Companies.

Total S.A.

Total invests in Konarka Technologies
Jones Day represented Total S.A., the leading French multinational energy company, in connection with its $45 million investment in Konarka Technologies, Inc., a developer of flexible, polymer and nanoparticle-based PV module technology that converts sunlight and indoor light into direct current electrical energy that can be incorporated into a wide range of applications.

Verint Systems, Inc.

Verint Systems acquires Witness Systems for $950 million
Jones Day advised Verint Systems Inc. in its $950 million acquisition of Witness Systems, Inc.

VIZIO, Inc.

Vizio settles patent infringement dispute with Sony over television technology
Jones Day represented Vizio, Inc. in a patent infringement dispute with Sony Corporation involving fourteen Sony patents and seven Vizio patents related to various aspects of television technology.


Publications

Fall/Winter 2008
Quanta Computer: The U.S. Supreme Court Breathes New Life into the Patent Exhaustion Defense, IP Perspectives - PDF Only PDF


July 2008
Supreme Court Breathes New Life Into Patent Exhaustion Defense, Metropolitan Corporate Counsel, Vol. 16, No. 7 - PDF Only PDF


June 2008
Quanta Computer v. LG Electronics: The U.S. Supreme Court Breathes New Life Into the Patent Exhaustion Defense PDF


Spring/Summer 2007
Collaborative Development Financing, IP Perspectives - PDF Only PDF

Experience Highlights

Goode Partners invests in Dave's Killer Bread company

Q-Free acquires TCS International

Parker Aerospace launches joint venture with GE Aviation to form Advanced Atomization Technologies

Areas of Focus

Intellectual Property
Licensing & Technology Transactions

Honors & Distinctions

Named in The Legal 500 US since 2008, which notes that he is well known for his technology transactions work

Ranked in Intellectual Asset Management magazine's IAM Licensing 250 as one of the leading patent and technology licensing practitioners since 2010

IAM Patent 1000 – The World's Leading Patent Practitioners 2012

"Life Sciences Star," Euromoney's LMG Life Sciences 2012

Member, Licensing Committee of the Intellectual Property Owners Association

Overview
RelSci Relationships

4214

Number of Awards

1

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In The News
The Deal Pipeline
July 15, 2014
Reynolds to pay $27.4B for Lorillard
The Deal Pipeline
January 6, 2014
Verint agrees to buy PE-backed Kana Software
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Warren L. Nachlis
Partner at Jones Day
Career History
Partner
Current

Jones Day LP provides legal services. The company's practice areas include banking and finance, capital markets, mergers & acquisitions, real estate, government regulations, tax, financial institutions litigation and regulation, business restructuring, and private equity. It offers services to the airlines, aviation, automotive, construction, energy, healthcare, insurance, media, pharmaceuticals and telecommunication industries. Jones Day was founded in March 1893 by Edwin J. Blandin and William Lowe Rice and is headquartered in Cleveland, Ohio.

Partner
Prior

Shearman & Sterling LLP provides legal services. It is engaged in the mergers and acquisitions, capital markets, project development and finance, complex business litigation & international arbitration, asset management, and taxation areas. The company was founded by Thomas Shearman and John Sterling in 1873 and is headquartered in New York, NY.

Transactions
Details Hidden

PTB Group Ltd. purchases Prime Turbines LLC from VSE Corp.

Details Hidden

CVC Advisers Ltd. purchases Ontic Engineering & Manufacturing, Inc. from Signature Aviation Plc

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Chestnut Venture Holdings LLC, Lightyear Capital LLC purchase Engage PEO LLC

Awards & Honors
Admitted to the New York Bar
Other Affiliations

Warren L. Nachlis is affiliated with Jones Day, Shearman & Sterling LLP

This web site is not endorsed by, directly affiliated with, maintained, authorized, or sponsored by Warren L. Nachlis. The use of any trade name or trademark is for identification and reference purposes only and does not imply any association with the trademark holder. The Presence of Warren L. Nachlis's profile does not indicate a business or promotional relationship of any kind between RelSci and Warren L. Nachlis.