Health Care & Life Sciences – Pharmaceuticals

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

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

• Genentech v. Pfizer (D. Del.) (Avastin) (bevacizumab) (settled) 
• Genentech v. Pfizer (D. Del.) (Herceptin) (trastuzumab) (settled)
• Amgen v. Hospira (D. Del.) (Epogen) (erythropoietin) (split decision in first U.S. jury trial under BPCIA; appeal pending)
• Amgen v. Hospira (Fed. Cir.) (Epogen) (erythropoietin) (favorable decision upholding district court on BPCIA issue of first impression)
• Hospira v. Genentech (Fed. Cir. and USPTO) (Avastin) (bevacizumab) (appellate decision affirming favorable IPR decision)
• Hospira v. Genentech (USPTO) (Protein A chromatography) (favorable IPR decision, appeal pending)
• Takeda v. Array Biopharma (USPTO) (favorable IPR decision, which was not appealed)
• Merck v. Hospira (Fed. Cir. and D. Del.) (Invanz) (ertapenem) (appellate decision affirming favorable trial decision)
• Par v. Hospira (D. Del.) (Adrenalin) (epinephrine) (pending)
• Belcher v. Hospira (D. Del.) (Epinephrine Injection USP) (epinephrine) (pending)
• Vivus v. Actavis (D. Del.) (Qsymia) (pherntermine/ topiramate) (settled)
• Merck v. Amneal (Fed. Cir.) (Nasonex) (mometasone) (favorable judgment of noninfringement affirmed)
• Purdue v. Amneal (Fed. Cir.) (OxyContin) (oxycodone) (favorable judgment of invalidity affirmed)
• Allergan v. UCB (E.D. Tex.) (Neupro) (rotigotine) (settled)
• Hospira v. Eurohealth (D. Del.) (Precedex) (dexmedetomidine) (settled)
• Hospira v. Intas (M.D.N.C.) (Precedex) (dexmedetomidine) (settled)
• Abbott v. Hospira (D. Del.) (Zemplar) (paricalcitol) (favorable judgment of non-infringement)
• Shire v. Neos (N.D. Tex.) (Adderall XR) (mixed amphetamines) (settled)
• Galderma v. Actavis (N.D. Tex.) (EpiDuo) (adpalene/benzoyl peroxide) (settled)
• Hospira v. Sandoz (D.N.J.) (Precedex) (dexmedetomidine) (settled)
• Hospira v. Sun Pharm. (E.D. Mich.) (Precedex) (dexmedetomidine) (settled)
• Nautilus Neurosciences v. Wockhardt (D.N.J.) (Cambia) (diclofenac sachet) (settled)
• Nautilus Neurosciences v. Edict (D.N.J.) (Cambia) (diclofenac sachet) (settled)
• Shire v. Watson (S.D.N.Y.) (Adderall XR) (mixed amphetamines) (settled)

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.

Aegerion/Novelion Therapeutics/Amryt Pharma: Represented global biopharmaceutical company Aegerion Pharmaceuticals, Inc., a wholly owned subsidiary of Novelion Therapeutics, in its recapitalization, whereby Amryt Pharma Plc agreed to acquire 100% of Aegerion’s reorganized stock.

Akorn/Théa: Represented Akorn in the sale of seven branded ophthalmic products to Théa.

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.

Ardian/RIEMSER/Esteve: Represented Ardian in its sale of specialty pharmaceutical group RIEMSER to Esteve.

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.

Clovis Oncology, Inc.: Represented Clovis Oncology, Inc. in its chapter 11 proceeding and court-supervised asset sale.

Conscio Holding GmbH/Gen-Plus GmbH & Co. KG: Advised Conscio Holding GmbH on its acquisition of Gen-Plus GmbH & Co. KG.

CVC Capital Partners/Cooper: Represented CVC Capital Partners, through its CVC Capital Partners Fund VII, on its announced acquisition of a majority stake in Cooper Consumer Health from Charterhouse Capital Partners.

CVC Capital Partners/Cooper Consumer Health/Lashilé Beauty: Represented CVC Capital Partners on portfolio company Cooper Consumer Health’s acquisition of Lashilé Beauty.

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.

Ethypharm/Altan Pharma: Represented Ethypharm, a portfolio company of PAI Partners, in its acquisition of Altan Pharma, a specialty pharmaceutical company that develops, manufactures and markets injectable medicines for hospital use.

Innoviva Inc./Enstasis Therapeutics: Represented Innoviva Inc. in its acquisition of Enstasis Therapeutics.

Innoviva/GSK: Represented Innoviva in its repurchase of an equity stake from GSK for $392 million.

Innoviva Inc./La Jolla Pharmaceutical Company: Represented Innoviva Inc. in its acquisition of La Jolla Pharmaceutical Company.

Innoviva/Theravance Respiratory Company LLC/Royalty Pharma plc: Represented Innoviva in the sale of its stake in Theravance Respiratory Company LLC to Royalty Pharma plc in connection with Royalty Pharma’s $1.3B+ acquisition of Theravance Respiratory Company.

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.

Mylan/Pfizer Upjohn: Represented Centerview Partners and PJT Partners as financial advisors to Mylan in its agreement to combine with Upjohn, Pfizer's off-patent branded and generic medicines business, to create a new pharmaceutical company.

NeuroDerm/Mitsubishi Tanabe Pharma Corporation: Represented Centerview Partners, financial advisor to NeuroDerm Ltd, in NeuroDerm’s deal to be acquired by Mitsubishi Tanabe Pharma Corporation for $1.1 billion.

NextPharma/CapVest Partners/Takeda: Represented NextPharma, a portfolio company of CapVest Partners, in its agreement to acquire the Norwegian pharmaceutical manufacturing site of global biopharmaceutical company Takeda.

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

PAI Partner/SGD Pharma: Represented PAI Partners on the contemplated acquisition of SGD Pharma, a world leader in the pharmaceutical glass packaging industry. 

Sagard/Sterimed: Represented Sagard in its acquisition of Sterimed, a leading manufacturer of sterile packaging for the pharmaceutical industry, from Meeschaert Capital Partners.

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

Stanley Capital/Drug Safety and Pharmacovigilance Services Solutions: Represented Stanley Capital Partners in its acquisition of Drug Safety and Pharmacovigilance Services Solutions.

Stanley Capital/Noden Pharma DAC: Advised Stanley Capital on its acquisition of global specialty pharmaceutical company, Noden Pharma DAC.

Stanley Capital Partners/Laboratoire XO:  Represented Stanley Capital Partners in its acquisition of French pharmaceutical group Laboratoire XO

Tesaro/GlaxoSmithKline: Represented Centerview Partners as financial advisor to oncology-focused biopharmaceutical company Tesaro in its acquisition by GlaxoSmithKline for $5.1 billion.

Unipex/Barentz International: Represented Unipex, a leading French life science ingredients distributor, in its acquisition by Barentz International.

Voalte/Hill-Rom: Represented Voalte, a pioneer and leader in real-time, mobile healthcare communications, in its sale to global medical technology company Hill-Rom for $180 million.

Warburg Pincus/ The Medicines Company: Advised Warburg in connection with its investment in The Medicines Company, a provider of cost-effective acute care products.

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.