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.

    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.

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Intellectual Property

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

  • 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.

    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.

    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.

    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.

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

    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.

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

    PAI Partner/SDG Pharma: Represented PAI Partners on the contemplated acquisition of SDG 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/Noden Pharma DAC: Advised Stanley Capital on its acquisition of global specialty pharmaceutical company, Noden Pharma DAC.

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

    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.

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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.

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