Leah R. Sauter

Tapestry, Inc. (NYSE: TPR), a house of iconic accessories and lifestyle brands consisting of Coach, Kate Spade, and Stuart Weitzman, and Capri Holdings Limited (NYSE: CPRI), a global fashion luxury group consisting of Versace, Jimmy Choo, and Michael Kors, have announced that they have entered into a definitive agreement under which Tapestry will acquire Capri Holdings. Under the terms of the transaction Capri Holdings shareholders will receive US$57.00 per share in cash for a total enterprise value of approximately US$8.5 billion. Latham & Watkins LLP represents Tapestry, Inc. in the transaction with a corporate deal team led by New York/Orange County partner Charles Ruck, New York partner Leah Sauter, and Bay Area partner Joshua Dubofsky, with Orange County associates Brian Umanoff, Taylor Ashton, Tiana Baghdikian, Jack Vanderford, AJ Hines, Courtney Lem, Viva Jerónimo, Lexi Zintel, Danny Del Giorno, David Stepovich, and Jacob Kempf. Advice was also provided on US antitrust matters by Washington, D.C. partners Amanda Reeves and Lindsey Champlin, with associates Mary Casale and Seung Wan (Andrew) Paik; on foreign antitrust matters by Brussels partner Héctor Armengod, with associate Anna Escrigas Cañameras; on finance matters by New York partner Stephanie Teicher, with associates Daniel Ovadia and Richard Burks; on capital markets matters by Washington, D.C. partners Christopher Bezeg and Jason Licht, with special legal consultant Jack Anderson; on US tax matters by New York partner Eric Kamerman; on UK tax matters by London partner Sean Finn; on US benefits and compensation matters by New York partner Bradd Williamson, with associates Alisa Hand, Charity Wyatt, and Kristen Ierardi; on UK benefits and compensation matters by London partner Kendall Burnett, with associate Erin McKirdy; on France benefits and compensation matters by Paris partner Matthias Rubner, with associate Léo Theillac; on labor and employment matters by Chicago partner Nineveh Alkhas, with associate Laura Waller; on intellectual property matters by Washington, D.C. partner Morgan Brubaker, with associates Ryan Clore, Sanjana Parikh, Lyle Stewart, and Kellye Quirk; on data privacy matters by Bay Area partner Robert Blamires, with associate Kathryn Parsons-Reponte; on ESG matters by New York partner Betty Huber, with associate Austin Pierce; on environmental matters by Los Angeles partner Joshua Marnitz, with associate Phil Sandick; on real estate matters by San Diego partner James Mann, with associate Sterling Swift; on sanctions and trade controls by Washington, D.C. partner Les Carnegie and counsel Andrew Galdes, with associate Matthew Crawford; on anti-bribery and anti-money laundering matters by Washington, D.C. partner Joseph Bargnesi, with associate Michelle Wadolowski; on Italian corporate matters by Milan partner Stefano Sciolla and counsel Giovanni Spedicato, with associate Milena Raffaldi; and on Italian regulatory matters by Milan partner Cesare Milani.~~

Aug 10

2 min

A Massachusetts federal judge determined Thursday that five Inline Plastics Corp. food packaging patents asserted against Lacerta Group Inc. are unenforceable due to inequitable conduct because Inline omitted information about joint inventors when applying for the patents. Following a bench trial held last year, U.S. District Judge Margaret R. Guzman issued an opinion finding Inline's patent applications failed to name two people from another company who "made significant contributions" to the inventions. She held that the most reasonable inference is that Inline did that with the intent to deceive the U.S. Patent and Trademark Office. "Balancing the substance of the proven elements and all the equities of the case, the court concludes that Inline's conduct before the PTO warrants rendering the patents-in-suit unenforceable due to inequitable conduct," the judge wrote. She added that "the taint of this finding spreads to render unenforceable all related patents in the same technology family." Judge Guzman said her decision was based in part on what she called "evasive and non-credible testimony" given at the trial by Thomas Orkisz, the owner, president and CEO of Inline. The judge noted a finding of inequitable conduct — that someone associated with the filing of a patent application misrepresented or withheld material information with an intent to deceive the patent office — is known as the "'atomic bomb' of patent law" because it renders entire patents unenforceable. The ruling came in a long-running case that began in 2018, when Inline, the maker of a line of tamper-resistant plastic food containers called Safe-T-Fresh, filed a lawsuit alleging Lacerta's competing Fresh N' Sealed containers infringe five of its patents. The court agreed with Lacerta's assertion that the patents are unenforceable due to Inline's inequitable conduct related to its work with a company called 4Sight Inc. on new packaging concepts. A key feature of the patents is a "tear strip" that serves as evidence that the container has been tampered with. Judge Guzman found the evidence showed that two 4Sight employees were the ones who devised that feature but Inline did not mention them as inventors when it filed patent applications. According to the ruling, 4Sight laid out the details of the feature in design drawings that were dated before the inventors who were named on the patent applications began work on the project, and that Inline ceased contact with 4Sight immediately before filing the patent applications. The judge also said Orkisz "attempted to minimize 4Sight's role" during the bench trial and gave vague and inconsistent answers, even though she found that there was evidence of 4Sight's important contributions to the patents. Judge Guzman concluded that Inline aimed to deceive the USPTO by deliberately omitting the true inventors and submitting false declarations stating that other people devised the inventions. "The conduct here was not a minor misstep or an act of minimal culpability. Rather, it amounts to a deliberate scheme to exclude joint inventors after obtaining valuable design concepts from them," according to the opinion. The judge concluded that "the severity of the conduct, combined with Mr. Orkisz's evasive and noncredible testimony designed to obscure the truth ... warrants rendering the patents unenforceable." Lacerta had also argued the patents are unenforceable because Inline misrepresented the teachings of an earlier German patent to the U.S. patent office. However, Judge Guzman determined that while she had "concerns" about how Inline characterized that patent, she was not persuaded that those statements were material to why the USPTO granted the patents, finding no inequitable conduct on that ground. The case has gone before juries twice, including a November 2024 retrial that was held concurrently with the inequitable conduct bench trial. Prior to the first trial, a different judge granted summary judgment to Inline that Lacerta infringed several claims of one Inline patent. A jury then found in 2022 that the remaining patent claims were not infringed, and that all the asserted claims are invalid, including those that the judge found to be infringed. The Federal Circuit partly vacated that decision last year. It found that the invalidity verdict was based on an erroneous jury instruction, but left intact the noninfringement verdict. On remand, the case was reassigned to Judge Guzman, who oversaw a retrial on the validity of the claims in one patent that the prior judge found to be infringed. That trial ended with a November 2024 verdict that Lacerta had shown that some of those claims are invalid, but failed to show that others are invalid. Thursday's inequitable conduct ruling means none of the five patents can be enforced. Counsel for the parties could not immediately be reached for comment. The patents at issue are U.S. Patent Nos. 7,118,003; 7,073,680; 8,795,580; 9,527,640 and 9,630,756. Inline is represented by Erik Paul Belt, Wyley S. Proctor, Leah R. McCoy, Alexander T. Hornat, David J. Silvia and James M. Bollinger of McCarter & English LLP. Lacerta is represented by Craig M. Scott and Laurel M. Rogowski of Hinckley Allen & Snyder LLP. The case is Inline Plastics Corp. v. Lacerta Group Inc., case number 4:18-cv-11631, in the U.S. District Court for the District of Massachusetts.

Nov 13

4 min

A Massachusetts federal judge determined Thursday that five Inline Plastics Corp. food packaging patents asserted against Lacerta Group Inc. are unenforceable due to inequitable conduct because Inline omitted information about joint inventors when applying for the patents. Following a bench trial held last year, U.S. District Judge Margaret R. Guzman issued an opinion finding Inline's patent applications failed to name two people from another company who "made significant contributions" to the inventions. She held that the most reasonable inference is that Inline did that with the intent to deceive the U.S. Patent and Trademark Office. "Balancing the substance of the proven elements and all the equities of the case, the court concludes that Inline's conduct before the PTO warrants rendering the patents-in-suit unenforceable due to inequitable conduct," the judge wrote. She added that "the taint of this finding spreads to render unenforceable all related patents in the same technology family." Judge Guzman said her decision was based in part on what she called "evasive and non-credible testimony" given at the trial by Thomas Orkisz, the owner, president and CEO of Inline. The judge noted a finding of inequitable conduct — that someone associated with the filing of a patent application misrepresented or withheld material information with an intent to deceive the patent office — is known as the "'atomic bomb' of patent law" because it renders entire patents unenforceable. The ruling came in a long-running case that began in 2018, when Inline, the maker of a line of tamper-resistant plastic food containers called Safe-T-Fresh, filed a lawsuit alleging Lacerta's competing Fresh N' Sealed containers infringe five of its patents. The court agreed with Lacerta's assertion that the patents are unenforceable due to Inline's inequitable conduct related to its work with a company called 4Sight Inc. on new packaging concepts. A key feature of the patents is a "tear strip" that serves as evidence that the container has been tampered with. Judge Guzman found the evidence showed that two 4Sight employees were the ones who devised that feature but Inline did not mention them as inventors when it filed patent applications. According to the ruling, 4Sight laid out the details of the feature in design drawings that were dated before the inventors who were named on the patent applications began work on the project, and that Inline ceased contact with 4Sight immediately before filing the patent applications. The judge also said Orkisz "attempted to minimize 4Sight's role" during the bench trial and gave vague and inconsistent answers, even though she found that there was evidence of 4Sight's important contributions to the patents. Judge Guzman concluded that Inline aimed to deceive the USPTO by deliberately omitting the true inventors and submitting false declarations stating that other people devised the inventions. "The conduct here was not a minor misstep or an act of minimal culpability. Rather, it amounts to a deliberate scheme to exclude joint inventors after obtaining valuable design concepts from them," according to the opinion. The judge concluded that "the severity of the conduct, combined with Mr. Orkisz's evasive and noncredible testimony designed to obscure the truth ... warrants rendering the patents unenforceable." Lacerta had also argued the patents are unenforceable because Inline misrepresented the teachings of an earlier German patent to the U.S. patent office. However, Judge Guzman determined that while she had "concerns" about how Inline characterized that patent, she was not persuaded that those statements were material to why the USPTO granted the patents, finding no inequitable conduct on that ground. The case has gone before juries twice, including a November 2024 retrial that was held concurrently with the inequitable conduct bench trial. Prior to the first trial, a different judge granted summary judgment to Inline that Lacerta infringed several claims of one Inline patent. A jury then found in 2022 that the remaining patent claims were not infringed, and that all the asserted claims are invalid, including those that the judge found to be infringed. The Federal Circuit partly vacated that decision last year. It found that the invalidity verdict was based on an erroneous jury instruction, but left intact the noninfringement verdict. On remand, the case was reassigned to Judge Guzman, who oversaw a retrial on the validity of the claims in one patent that the prior judge found to be infringed. That trial ended with a November 2024 verdict that Lacerta had shown that some of those claims are invalid, but failed to show that others are invalid. Thursday's inequitable conduct ruling means none of the five patents can be enforced. Counsel for the parties could not immediately be reached for comment. The patents at issue are U.S. Patent Nos. 7,118,003; 7,073,680; 8,795,580; 9,527,640 and 9,630,756. Inline is represented by Erik Paul Belt, Wyley S. Proctor, Leah R. McCoy, Alexander T. Hornat, David J. Silvia and James M. Bollinger of McCarter & English LLP. Lacerta is represented by Craig M. Scott and Laurel M. Rogowski of Hinckley Allen & Snyder LLP. The case is Inline Plastics Corp. v. Lacerta Group Inc., case number 4:18-cv-11631, in the U.S. District Court for the District of Massachusetts.

Nov 13

4 min

Latham & Watkins has advised Abcam plc (Nasdaq: ABCM), a global leader in the supply of life science research tools, on a definitive agreement pursuant to which Danaher Corporation (NYSE: DHR) will acquire all of the outstanding shares of Abcam for US$24 per share in cash (the ‘Transaction’), with a total enterprise value of approximately US$5.7 billion including assumed indebtedness and net of acquired cash. The Transaction has been unanimously approved and recommended by the Abcam Board of Directors and unanimously approved by the Danaher Board of Directors. Latham has previously advised Abcam on its listing on NASDAQ, de-listing from AIM, strategic M&A activities, and a recent activist campaign. The Latham team was led by London corporate partners Robbie McLaren, Richard Butterwick, Anna Ngo, and Jennifer Gascoyne, with associates Chris Ramsey, Aimee Godfrey, Aeneas Nalbantis, and Will Temple-Smith. Advice on US corporate matters was provided by Orange County partner Scott Shean and New York partner Leah Sauter; on executive compensation, employment & benefits matters by London partner Sarah Gadd and Washington, D.C. partner Nikhil Kumar; and on antitrust and regulatory matters by Brussels partner Héctor Armengod and counsel Philipp Studt, and Washington, D.C. partner Mandy Reeves.~~

Aug 28

1 min

Paratek Pharmaceuticals, Inc. (Nasdaq: PRTK), a commercial-stage biopharmaceutical company focused on the development and commercialization of novel therapies for life-threatening diseases and other public health threats, has announced that it has entered into a definitive agreement to be acquired by Gurnet Point Capital and Novo Holdings A/S in a transaction valued at approximately US$462 million, including the assumption of debt and assuming full payment of a Contingent Value Right (CVR). Debt financing of US$175 million for this transaction will be provided by funds managed by Oaktree Capital Management, L.P. Latham & Watkins LLP represents Gurnet Point Capital in the transaction with a corporate deal team led by partners Leah Sauter and Peter Handrinos, with associates William Tevlin, Ozden Samur-LaBruna, and Jesse Lake. Advice was also provided on intellectual property matters by partner Chris Hazuka, with associate Arun Mohan; on executive compensation and employee benefits matters by partner Matthew Conway, with associate Ashlie Lawton; on data privacy matters by partner Marissa Boynton, with associates Kiara Vaughn, and Priyanka Krishnamurthy; on equity derivatives by partner Reza Mojtabaee-Zamani, with associate Jack Neff; on tax matters by partner Katharine Moir, with associate Gregory Conyers; on financing matters by partners Haim Zaltzman and Jennifer Kent, on antitrust matters by counsels Patrick English and Wesley Lepla, with associate Denver Dunn; and on regulatory matters by counsel Ruchi Gill.~~

Jun 6

1 min