Daniel S. Karelitz

Partner

Daniel S. Karelitz

Boston

+1 617 570 8190

Dan Karelitz is a partner in the firm's Business Law department and a member of the Tax practice. Dan has strong general tax experience, advising sponsors on fund formation and portfolio company acquisition, disposition, and restructuring matters in the technology, private equity and real estate spaces. In addition, borrowing on deep experience in the private equity and real estate transaction space, and combined with his background as an organic chemist, Dan has a particular focus on the Life Sciences sector advising clients on structuring their operations, strategic transactions, acquisitions and divestitures in a tax-efficient manner.

He joined Goodwin in 2007.

Representative Matters

Fusion Pharmaceuticals in its $212.5 million initial public offering
Moderna in its $604 million initial public offering; $500 million follow-on offering; and $1.34 billion follow-on offering
Black Diamond Therapeutics in its $231.3 million initial public offering
Xeris Pharmaceuticals in its concurrent $89.3 million offering of common stock and convertible senior notes
Immatics, N.V. in its ~$1 billion business combination with ARYA Sciences Acquisition Corp. and listing on Nasdaq
BridgeBio Pharma in its $372.7 million initial public offering
Ascentage Pharma in its $61 million initial public offering on the HKSE
Avadel Pharmaceuticals in its $65 million financing transaction and its $125 million follow-on public offering
BeiGene in the sale of $2.8 billion of shares to Amgen
Orchard Therapeutics in its $225 million initial public offering
AquaVenture Holdings in its $117 million initial public offering
Intellia Therapeutics in its $108 million initial public offering
CRISPR Therapeutics in its $56 million initial public offering and its $200 million follow-on offering

Inseego Corp. in its offering of $100 million in convertible senior notes
Cerence, Inc. in its offering of $175 million in convertible senior notes
HubSpot, Inc. in its offering of $460 million in convertible senior notes
Health Catalyst in its offering of $200 million in convertible senior notes
Model N, Inc. in its offering of $150 million in convertible senior notes
Everbridge, Inc. in its offering of $450 million in convertible senior notes
Slack Technologies in its offering of $750 million in convertible senior notes
RingCentral in its offering of $1 billion in convertible senior notes
Zendesk in its offering of $1.15 billion in convertible senior notes
Otka in its offering of $1 billion in convertible senior notes
Varonis Systems in its offering of $220 million in convertible senior notes
2U, Inc. in its offering of $380 million in convertible senior notes

Thrive Earlier Detection Corp. in its $110 million Series A financing and Galecto in its $40 million Series C financing
Cullinan Oncology in its $100 million Series B financing
ElevateBio in its $170 million Series B financing
Moderna Therapeutics in its $110 million Series D financing and $500 million Series E financing
Intellia Therapeutics in its $15 million Series A financing and $70 million Series B financing
Nimbus Therapeutics in its $43 million Series B financing and $65 million Series C financing
Scholar Rock in its $36 million Series B financing and $47 million Series C financing
Cullinan Oncology in its $150 million Series A financing
Kymera Therapeutics in its $30 million Series A financing
Ginkgo Bioworks in its agreement with Bayer to launch JoynBio for $100 million Series A investment

Moderna in its strategic collaboration with Lonza Ltd.
Alnylam Pharmaceuticals in its $2 billion strategic collaboration with Blackstone; and in its development and commercialization collaboration with Dicerna Pharmaceuticals
Promedior, Inc in its ~$1 billion definitive merger agreement with Roche
Yantriks in its sale to Blue Yonder Group
AquaVenture in its $1.1 billion sale to Culligan
Backstone Life Sciences in its collaboration with Ferring Pharmaceuticals for $570 million
Semma Therapeutics in its $950 million sale to Vertex Pharmaceuticals
BlueRock Therapeutics in its $1 billion sale to Bayer AG
CRISPR Therapeutics in its strategic transaction with Bayer HealthCare to form Casebia Therapeutics; and subsequently in connection to the unwind of Casebia Therapeutics
Teva Pharmaceuticals in its $3.2 billion acquisition of Auspex Pharmaceuticals
Versant Ventures in its strategic transaction with Bayer to form BlueRock Therapeutics, with a combined financing amount of $225 million
Foundation Medicine in its strategic collaboration with Roche, valued at more than $1 billion, and subsequent $2.2 billion merger with Roche
Quartet Medicine in its $595 million strategic collaboration with Merck
Nimbus Therapeutics in its sale of Nimbus Apollo to Gilead, with $400 million upfront and the potential to receive an additional $800 million over time and strategic alliance with Celgene Corporation in immunology
CRISPR Therapeutics in its collaboration with Bayer, valued up to $335 million upfront
Padlock Therapeutics in its $225 million sale to Bristol Myers Squibb
F-star Alpha in its agreement with Bristol-Myers Squibb
Moderna Therapeutics in its collaboration with AstraZeneca to co-develop and co-commercialize immune-oncology mRNA Therapeutics
Warp Drive Bio in its acquisition by Revolution Medicines
Sage Therapeutics in its collaboration with Shionogi for $90 million up front and potential deal value in excess of $575 million
Pairwise Plants in its collaboration with Monsanto to advance agriculture research and development by leveraging gene editing technology for $100 million
Alnylam Pharmaceuticals on its strategic restructuring of its RNAi therapeutics alliance with Sanofi

Areas of Practice

Credentials

Education

JD2008

Georgetown University

(magna cum laude, Order of the Coif)

MS2004

Emory University

BS2004

Emory University

(Phi Beta Kappa)

Admissions

Bars

Massachusetts

Recognition & Awards

Dan was listed as an Up and Coming Lawyer for Tax in Massachusetts by Chambers USA 2023 and 2024, and ranked Band 4 in 2025. The Legal 500 2023 and 2024 also recognized Dan for his work in US Taxes: non-contentious Nationwide.

Daniel S. Karelitz

Representative Matters

Areas of Practice

Credentials

Education

JD2008

MS2004

BS2004

Admissions

Bars

Recognition & Awards

Related Content

Debt Download

One Big Beautiful Bill Act – Tax Implications for Life Sciences Industry

One Big Beautiful Bill Act – Tax Highlights Related to Research and Experimental Expenditures, Qualified Small Business Stock, and Business Interest Expense Deductions

One Big Beautiful Bill Act – Tax Implications for Life Sciences Industry

Impact of Tax Reform on the Technology and Life Sciences Industries

Real Growth Opportunity

Impact of Tax Reform on the Private Equity Industry

A Big Deal in BioTech

Goodwin Advises Anagram Therapeutics on $250 Million Investment from Blackstone Life Sciences

Goodwin Guides Avalo Therapeutics on Pricing of $430 Million Public Offering

Goodwin Advises Perfuse Therapeutics on $2.45 Billion Acquisition by Bayer

Capital Markets Team Guides Underwriting Syndicate on Hemab Therapeutics’ $346.7 Million Upsized Initial Public Offering

Goodwin Advises Esperion on $1.1 Billion Acquisition by ARCHIMED

Goodwin Advises Apnimed on Securing Up to $150 Million in Debt Financing with HealthCare Royalty Partners

Goodwin Guides Apnimed on Strategic Monetization of Shionogi-Apnimed Sleep Science (SASS) Joint Venture Stake for $150 Million and Royalties

Goodwin Advises CathWorks on $585 Million Acquisition by Medtronic

Tax

Life Sciences Structured & Royalty-Based Financings

Mergers & Acquisitions

Daniel S. Karelitz

Representative Matters

Public Offerings

Convertible Notes

Private Financings

Strategic Collaborations and M&A

Areas of Practice

Credentials

Education

JD2008

MS2004

BS2004

Admissions

Bars

Recognition & Awards

Related Content

Debt Download

One Big Beautiful Bill Act – Tax Implications for Life Sciences Industry

One Big Beautiful Bill Act – Tax Highlights Related to Research and Experimental Expenditures, Qualified Small Business Stock, and Business Interest Expense Deductions

One Big Beautiful Bill Act – Tax Implications for Life Sciences Industry

Impact of Tax Reform on the Technology and Life Sciences Industries

Real Growth Opportunity

Impact of Tax Reform on the Private Equity Industry

A Big Deal in BioTech