Rachael M. Bushey is a partner in the Life Sciences group at Goodwin and Co-Chair of Goodwin’s Philadelphia office. She is a member of the firm's Executive Committee. She joined the firm in 2023. Rachael represents public and private life sciences companies in connection with a variety of capital markets transactions; Securities Exchange Act work; mergers and acquisitions; complex divestitures and carve-out transactions. In addition to day-to-day corporate counseling and strategic advice, she also regularly provides counseling to boards of directors and senior management on a wide range of corporate governance and compliance matters. Rachael has significant experience negotiating transactions with pharmaceutical and biotechnology companies in the US, Europe, and Asia.
Representative Matters
- Represented Larimar Therapeutics in its $150 million follow-on offering
- Represented Sagimet in its $85 million initial public offering
- Represented a biotechnology company utilizing a comprehensive cell therapy platform to develop allogeneic cell therapies in its $242.7 million initial public offering*
- Represented a clinical-stage biopharmaceutical company in its $45.2 million initial public offering*
- Represented a commercial-stage biotechnology company developing surgical reconstruction products in its $60 million initial public offering*
- Represented a syndicate of underwriters led by SVB Leerink in connection with a clinical-stage biopharmaceutical company’s public offering of common stock*
- Represented SVB Leerink and the syndicate of underwriters in ATM work for a clinical-stage biopharmaceutical company*
- Represented a syndicate of placement agents in its $30 million registered direct offering of a pharmaceutical logistics company*
- Represented a specialty pharmaceutical company in its $35 million follow-on public offering*
- Represented a commercial-stage device company in connection with its initial public offering of common stock through a syndicate of underwriters*
- Represented a pre-clinical company in connection with its initial public offering of common stock through a syndicate of underwriters*
- Represented a clinical-stage pharmaceutical company in connection with its initial public offering of common stock through a syndicate of underwriters led by Leerink and Cowen*
- Represented a medical device company in connection with its tender offer to purchase $161.5 million of convertible junior subordinated debentures led by Banc of America Securities and Wachovia Securities*
- Represented a pharmaceutical packaging company in connection with its $168 million private placement of unsecured notes*
- Represented a biotech company in connection with its $50 million CMPO*
- Represented a specialty pharmaceutical company in connection with its $50 million follow-on offering*
- Represented a specialty pharmaceutical company in connection with its registration of privately placed securities*
*Denotes experience prior to joining Goodwin.
- Represented Societal CDMO in its sale to CoreRx
- Represented Globus Medical in its $3.1 billion merger with NUVASIVE
- Represented Akari Therapeutics in its definitive merger with Peak Bio Inc.
- Represented Century Therapeutics in its acquisition of Clade Therapeutics and its $60 private placement
- Represented Baudax Bio in its acquisition of TeraImmune, Inc.
- Represented ReWalk Robotics Ltd. in its acquisition of AlterG, Inc.
- Represented CDMO Center for Breakthrough Medicines in its sale of a controlling interest to SK pharmteco
- Represented Zynerba Pharmaceuticals in its $60 million sale to Harmony Biosciences Holdings, Inc.
- Represented a global health care leader in drug development in its recent acquisition of a privately held biotechnology company creating a new class of disease-modifying therapeutics for patients with axonal degeneration*
- Represented an early‑stage biotechnology company developing adeno-associated virus (AAV)‑based gene therapies for devastating cardiovascular and central nervous system diseases resulting from BAG3 gene variants, in a reverse merger with a special purpose acquisition company, for a total deal value of $95.1 million*
- Represented a clinical stage biopharmaceutical company developing immune-modulating therapies targeting cancer, ARS, inflammatory and autoimmune diseases, and viruses, including COVID-19, in its reverse merger with a clinical-stage biotechnology company focused on oncology development*
- Represented a contract development and manufacturing organization (CDMO), in its acquisition of a San Diego-based CDMO, for a combination of stock, cash, and promissory notes*
- Represented a biotech company in its acquisition of product assets (including a license and supply agreement for certain technologies) and a contract manufacturing business from a global pharmaceutical company*
- Represented a contract sales and diagnostic company in the divestiture of its contract sales business*
- Represented a publicly traded international generic pharmaceutical company in the potential acquisition of a generic pharmaceutical company*
- Represented a medical device company in connection with its equity investment in a digital health company*
- Represented a private drug company in its acquisition of certain products assets from a publicly traded drug company and subsequent license for technologies*
- Represented a leading publicly traded packaging and drug delivery device company in connection with the acquisition of a wearable patch injector*
- Represented a public packaging and device company in connection with its acquisition of product assets and intellectual property for needle safety shield technologies*
- Represented a diagnostic company in its divestiture of diagnostic assets and a manufacturing facility*
*Denotes experience prior to joining Goodwin.
Areas of Practice
Professional Activities
- Member, Capital Advisory Board, Science Center
- Member, Board of Directors, Life Sciences Pennsylvania (LSPA)
- Member, Advisory Board, Life Science Cares Pennsylvania
Professional Experience
Previously, Rachael served as vice president, deputy general counsel, and corporate secretary for West Pharmaceutical Services, Inc. She is a frequent guest speaker on strategic transactions and corporate issues affecting life sciences companies.
Credentials
Education
JD2003
Villanova University Charles Widger School of Law
BA2000
Lafayette College
Clerkships
New Jersey Superior Court, Honorable William Gilroy
Admissions
Bars
- Pennsylvania
Courts
- U.S. District Court for the District of New Jersey
Recognition & Awards
- 2024 Dealmakers of the Year Award – The American Lawyer
- Business Today Lawyers Awards 2023---Top 10 Corporate M&A and Private Equity Lawyers 2023
- Legal 500 US, Life Sciences, 2023
- LMG Life Sciences: Life Sciences Star, Corporate, Licensing & Collaboration, Mergers & Acquisitions, 2022
- Lawdragon’s 500 Leading Dealmakers in America, 2021-2022 and 2024
- Recipient of the “Most-Effective Dealmaker Award” from The Legal Intelligencer, 2022
- Philadelphia Business Journal’s “Women of Distinction,” 2021
- Chambers USA: Corporate/M&A & Private Equity, Pennsylvania (Philadelphia), 2021-2024
- USA Women Leaders & Top Dealmaker Awards, M&A, Restructuring Leader & Dealmaker for 2020
- Selected for the Philadelphia Business Journal’s “Best of the Bar: Philadelphia’s Top Lawyers” for 2019
- Recommended for Finance, Capital Markets, Equity Offerings, M&A/corporate and commercial: M&A: middle-market (sub-$500m) in The Legal 500 United States
Publications
- Moderator, “Life Sciences Pennsylvania Board in Retirement, A Leadership Panel,” LSPA Headquarters, December 8, 2022
- Panelist, “Pathways to Going Public: A 2023 Preview to Alternative Financing Strategies,” Chardan’s 6th Annual Genetic Medicines Conference, October 3, 2022
- Panelist, “Has Biotech Peaked?,” Locust Walk Webinar, November 16, 2021
- Panelist, “Health Care and Life Sciences: What Is Fueling Investor Excitement,” Troutman Pepper and Simmons & Simmons Webinar, October 12, 2021
- Panelist, “Capital Collaboration: Investing in the Life Sciences,” 2021 Life Sciences Future – BioPharm Conference, October 6, 2021
- Panelist, “De-Mystifying Life Science Investing Panel and Discussion,” Fitler Club, May 6, 2021
- Speaker, “Current Life Sciences Trends: IPOs and SPACs,” BioBreak, April 15, 2021
- Speaker, “Show Me the Money: Guidance for Life Sciences Founders and Principals,” February 4, 2020
- Served as conference chair of “Life Sciences Future – BioPharm Conference 2020,” where she led a conversation with Michelle McMurry-Heath, MD, PhD, president & CEO at BIO, and held a fireside chat with Janet Woodcock, MD, director of the Center for Drug Evaluation and Research (CDER), Food and Drug Administration (FDA), September 20, 2020
- Co-Host, Being a Life Sciences Leader: A Life Sciences Pennsylvania Podcast
- Co-Author, “SEC’s Division of Corporation Finance Revises CD&Is on Non-GAAP Financial Measures,” Troutman Pepper, December 16, 2022
- Co-Author, “Going Public? For Life Sciences Companies, Pivoting in a Down Market,” Reuters, November 17, 2022
- Co-Author, “Get Ready for the Biotech Market Rebound,” Reuters, July 28, 2022
- Co-Author, “What’s Next in Biotech’s Deal Playbook?,” Life Science Leader, July 1, 2022
- Co-Author, “Troutman Pepper and Philadelphia Alliance for Capital and Technologies (PACT),” Troutman Pepper, June 2, 2022
- Co-Author, “SEC Proposes Rule Amendments for Beneficial Ownership Reporting,” Troutman Pepper, February 28, 2022
- Co-Author, “SEC Proposes Rule Changes Shortening the Securities Settlement Cycle to T+1 By March 31, 2024,” Troutman Pepper, February 28, 2022
- Co-Author, “SEC Proposes Rule Amendments Relating to Rule 10b5-1 and Insider Trading,” Troutman Pepper, December 17, 2021
- Co-Author, “SEC Proposes Rule Amendments to Improve Disclosures Relating to Share Repurchases,” Troutman Pepper, December 16, 2021
- Quoted, “Is a Rebound in the Offing for Biotech Investment?” Alternatives Watch, August 17, 2022