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Latham & Watkins Represents Ligand in Spin-Off of OmniAb Business Through Merger With Avista Public Acquisition Corp. II

March 25, 2022
Deal is one of the first ever Reverse Morris Trust (RMT) transactions combined with a deSPAC.

Ligand Pharmaceuticals Incorporated has announced the signing of a definitive merger agreement with Avista Public Acquisition Corp. II (APAC) (NASDAQ: AHPA), a publicly traded special purpose acquisition company (SPAC), providing for the spin-off of OmniAb, Inc., Ligand’s antibody discovery business, immediately followed by a merger with a newly formed subsidiary of APAC. The combined company will be led by Ligand’s President, Matt Foehr, and will be renamed “OmniAb, Inc.” 

Latham & Watkins LLP represents Ligand in the transaction with a corporate deal team led by San Diego partner Matt Bush, Orange County partner Scott Shean, and San Diego counsel Anthony Gostanian, with Orange County associates Brian Umanoff, Peter Bassine, and Jack McKay, San Diego associates Briana Goncalves, Nadia Patiño, and Emilie McConnachie, and Houston associate Ben Marek. Advice was also provided on securities law matters by Washington, D.C. partners Alex Cohen, Paul Dudek, and Joel Trotter; on benefits and compensation matters by San Diego partner Holly Bauer, with Los Angeles associate Rachel Narowski and Orange County associate Sara Schlau; on tax matters by Century City partner Pardis Zomorodi and Houston partner Jared Grimley, with Houston associate Dominick Constantino; on intellectual property matters by San Diego partner Steve Chinowsky, with San Diego associates Robert Yeh and Kristina Funahashi; on FDA regulatory matters by Washington, D.C. partner Elizabeth Richards and Bay Area counsel Betty Pang, with Washington, D.C. associate Chad Jennings; on data privacy and security matters by Bay Area partner Heather Deixler; and on antitrust matters by Washington, D.C. partner Jason Cruise and Washington, D.C. counsel Patrick English.