Pharmaceuticals

Willkie has extensive experience in the health care and life sciences field, both in the United States and abroad. We represent companies and investors in the areas of biotechnology, pharmaceuticals, medical technology, wellness and providers. Our work includes corporate transactions, mergers and acquisitions, joint venture transactions, compliance matters, IP issues, patent litigation and counseling, and general litigation.

Willkie has extensive experience in the health care and life sciences field, both in the United States and abroad. We represent companies and investors in the areas of biotechnology, pharmaceuticals, medical technology, wellness and providers. Our work includes corporate transactions, mergers and acquisitions, joint venture transactions, compliance matters, IP issues and general litigation.

Capital Markets

  • Eurand: Represented this Amsterdam-based specialty pharmaceutical company in its $123 million IPO.

    Synageva BioPharma Corp.: Represented the underwriters, led by Goldman, Sachs & Co., in a $308 million offering of Synageva’s common stock.

    Teva Pharmaceutical Industries Ltd.: Represented Teva, the leading generic pharmaceutical company in the world with a large specialty medicines business, in the following offerings:

    • Three multi-tranche, multi-market offerings of senior notes aggregating $20.4 billion to finance its pending acquisition of Actavis Generics, the worldwide generic pharmaceutical business of Allergan plc.
    • $6.75 billion aggregate stock offerings supporting its pending acquisition of Actavis Generics.
    • €2 billion multi-tranche Eurobond offering.
    • $1.3 billion debt tender offer for five series of senior notes.
- Collapse

Finance

  • Teva Pharmaceutical Industries Ltd.: Represented Teva, the leading generic pharmaceutical company in the world with a large specialty medicines business, in:

    • $33.75 billion acquisition financing commitment, whereby the lenders have committed to provide Teva (i) up to $27 billion in loans under a senior unsecured Bridge Loan Credit Facility and (ii) up to $6.75 billion in loans under an Equity Bridge Loan Credit Facility.
    • $1.0 billion five-year term loan facility.
- Collapse

Intellectual Property

  • AbbVie Laboratories v. Hospira, Inc.: Represented Hospira in defense of patent infringement suits brought by AbbVie relating to Hospira’s paracalcitol product.

    Nautilus Neurosciences, Inc.; APR Applied Pharma Research, S.A.: Successfully represented Nautilus and APR in patent infringement actions against Wockhardt and Edict’s generic version of Nautilus’ Cambia product.

    Watson Pharmaceuticals, Inc.: Represented Watson in defense of patent infringement and breach of contract action involving Watson’s generic version of Adderall XR.

- Collapse

Litigation and Investigation

  • Merck & Co., Inc.: Represented the independent directors of Merck in connection with derivative litigation arising out of the marketing and use of Vioxx.

    Teva Pharmaceutical Industries Ltd.: Represented Israel-based Teva, the leading generic pharmaceutical company and one of the top 15 pharmaceutical companies in the world, as well as in the following litigation:

    • Meijer, Inc. v. Teva Pharmaceutical Industries Ltd.: Secured dismissal for Teva in class action and opt-out litigation seeking treble damages and injunctive relief in connection with allegations that generic drug manufacturers allocated the market for a hypertension drug, resulting in inflated prices.
    • Purdue Pharma v. Teva Pharmaceuticals USA.
    • Teva Pharmaceutical Industries Ltd. v. SmithKline Beecham Corp.: Successful representation of Teva in suit against SmithKline for prosecuting sham patent infringement litigation in violation of Section 2 of the Sherman Act.
- Collapse

Mergers & Acquisitions, PE & VC Investments, Joint Ventures and Other Business Combinations

  • Allergan/Pfizer: Represented Morgan Stanley as financial advisor to Allergan in its agreement to combine with Pfizer for an enterprise value of approximately $160 billion.

    Aralez Pharmaceuticals: Represented Aralez Pharmaceuticals in the following M&A-related transactions:

    • AstraZeneca: Represented Aralez in its acquisition of the U.S. rights to beta-blocker Toprol-XL® from AstraZeneca.
    • Merck: Represented Aralez in its acquisition of the U.S. and Canadian rights to cardiovascular drug Zontivity from Merck.

    ARIAD Pharmaceuticals/Takeda/Sarissa Capital Management: Represented Sarissa Capital Management, the largest shareholder of ARIAD Pharmaceuticals, in connection with ARIAD’s agreement to be acquired by Takeda Pharmaceutical Company Limited for approximately $5.2 billion.

    Auxilium/Endo International: Represented Auxilium Pharmaceuticals, Inc., a specialty biopharmaceutical company, in its proposed $2.6 billion acquisition by Endo International plc for a combination of cash and stock.

    Centerview Partners/Salix Pharmaceuticals: Represented Centerview Partners as financial advisor to Salix Pharmaceuticals, a leader in the gastrointestinal market, in its agreement to be acquired by Valeant Pharmaceuticals for $173 per share or a total enterprise value of approximately $15.8 billion.

    Ekkio Capital/Amatasigroup/Eurofins: Represented Ekkio Capital on the pending sale of Amatsigroup to Eurofins, the world leader in bio-pharmaceutical testing and a world leader in analytical services.

    Ekkio Capital/Audevard: Represented Ekkio Capital in its acquisition of Audevard, a veterinary pharmaceutical company focused on the equine field.

    Melinta Therapeutics/Cempra, Inc.: Represented Melinta Therapeutics, Inc. and Vatera Healthcare partners, Melinta’s majority shareholder, in Melinta’s agreement to merge with Cempra, Inc., forming a leading, vertically integrated commercial-stage anti-infectives company.

    Melinta Therapeutics/Infectious Disease Business of The Medicines Company: Represented Melinta Therapeutics, Inc, in its pending acquisition the infectious disease business from The Medicines Company.

    PAI Partners/Ethypharm: Represented PAI Partners in its negotiations to acquire European specialty pharma company Ethypharm from Astorg.

    RIEMSER Pharma/Intrapharm Laboratories: Represented RIEMSER Pharma GmbH, a German specialty pharmaceutical company backed by Ardian, in its acquisition of British specialty pharmaceutical company Intrapharm Laboratories Ltd.

    RIEMSER Pharma/Keocyt: Advised RIEMSER Pharma GmbH in its acquisition of French specialty pharmaceutical company Keocyt.

    Sanofi-Aventis/Hoechst AG: Represented Sanofi-Aventis, the world’s largest pharmaceutical company, in its mandatory offer to shareholders of Hoechst.

    Taro Pharmaceutical Industries Ltd.: Served as U.S. legal counsel to the Special Committee of Taro Pharmaceutical Industries Ltd.’s Board of Directors in connection with the August 2012 merger agreement with Sun Pharma.  Both Sun Pharma and Taro (at the direction of the Special Committee) agreed that terminating the merger agreement was in the best interest of the respective companies and shareholders.

    Vatera/CVC/Alvogen: We represented Vatera Healthcare Partners as part of the investment consortium led by CVC Capital Partners in the acquisition of a controlling stake in Alvogen, a high-growth pharmaceutical company, from Pamplona Capital Management.

    Warburg Pincus: Advised Warburg on numerous M&A-related transactions, including its investments in the following pharmaceutical companies:

    • JHP Pharmaceuticals: Represented Warburg in connection with the approximately $490 million sale of JHP Pharmaceuticals, LLC to Par Pharmaceutical Companies.
    • The Medicines Company: Advised Warburg in connection with its investment in The Medicines Company, a provider of cost-effective acute care products.

    WuXi/Management-Led LBO: Represented the Special Committee of the Board of Directors of WuXi PharmaTech Inc. in its $3.3 billion management-led leveraged buyout, one of the largest going private transactions of a Chinese-based, U.S. listed company.



- Collapse

Other Corporate Matters

  • Genta Incorporated: Provided corporate representation on M&A and senior executive employment matters for the compensation committee of Genta, a biopharmaceutical company with a diversified portfolio of cancer treatment drug products.

- Collapse