Deals & Corporate Governance

  • April 16, 2024

    Eli Lilly's Insulin Price Cap Deal Collapses After Cert. Denial

    Eli Lilly & Co. and insulin buyers have called off a proposed nationwide settlement that would've capped insulin prices and been worth up to $500 million over several years, a decision that was made after the buyers lost a class certification bid early this year, according to the buyers' counsel.

  • April 16, 2024

    NC Treasurer Backs FTC On Hospital Merger Challenge

    North Carolina's treasurer agreed Monday that Novant Health's $320 million plan to pick up a pair of hospitals is a bad idea, throwing its weight behind the Federal Trade Commission's challenge to the deal in federal court.

  • April 16, 2024

    Bankrupt Breast Implant Co. Submits Ch. 11 Plan Disclosures

    Bankrupt breast implant company Sientra Inc. has asked a Delaware bankruptcy court to approve the disclosure statement for its Chapter 11 reorganization plan, which provides for a wind-down of what is left of the company after $50.5 million worth of asset sales.

  • April 16, 2024

    Biotechs Turn To Licensing, Collaboration Deals For Capital

    Biotech companies are turning to licensing and collaboration deals amid a tough public market and larger economic slowdown.

  • April 16, 2024

    Healthcare Merger Deals Carefully Tread New Antitrust Terrain

    Healthcare companies are changing the way they negotiate and draft merger and acquisition contracts amid heightened anxiety around antitrust scrutiny.

  • April 16, 2024

    Struggling Hospitals Seek Mergers As Regulators Push Back

    Healthcare attorneys are seeing a slow but steady resurgence in mergers and acquisitions activity across health systems, as distressed hospitals look to combine to offset the financial pressures they've faced as a result of the COVID-19 pandemic.

  • April 15, 2024

    Goodwin, Baker Donelson Guide MPT In $1.1B Hospital Sale

    Medical Properties Trust Inc. has sold its majority stake in five Utah hospitals to a joint venture with an unnamed investment fund, in a $1.1 billion transaction advised by Goodwin Procter LLP and Baker Donelson Bearman Caldwell & Berkowitz PC that comes days after the real estate investment trust sold another group of hospitals for $350 million.

  • April 15, 2024

    Humanigen Files Ch. 11 Plan Disclosures

    Bankrupt biopharma company Humanigen Inc. has filed a proposed Chapter 11 plan and disclosure statement in Delaware court that calls for the payment in full of secured and priority claims, while general unsecured creditors owed a collective $44 million will receive up to 19% recoveries.

  • April 15, 2024

    Hold This COVID Vax Patent Case, Judge Recommends

    One of the suits over Pfizer's blockbuster COVID-19 vaccine hit a snag in Virginia federal court Friday when a judge recommended pausing the case to wait for a ruling in a related dispute over patent ownership involving one of BioNTech's other partners.

  • April 11, 2024

    Del. Justices OK Denial Of Icahn-Illumina Midcase Appeal Bid

    Billionaire investor Carl Icahn may not put his Chancery Court litigation against biotechnology company Illumina Inc.'s board on hold for a review of a decision that struck portions of the complaint that were based on confidential information, Delaware's Supreme Court said Thursday, upholding the lower court's rejection of the midcase appeal.

  • April 11, 2024

    Kirkland, Jones Day Build $787.5M Sale Of Steris' Dental Unit

    Medical device company Steris, advised by Jones Day, on Thursday announced plans to sell its dental segment to Kirkland & Ellis LLP-advised middle market private equity shop Peak Rock Capital for $787.5 million.

  • April 10, 2024

    Bankrupt Breast Implant Co. Gets OK For $50.5M Asset Sales

    A Delaware bankruptcy judge said at a hearing Wednesday she would approve two sales of Sientra Inc.'s assets for a combined $50.5 million after the breast implant maker included several reservations of the rights of various businesses holding contracts with the debtor.

  • April 10, 2024

    3rd Circ. Skeptical Of Challenge To NLRB Bonuses Ruling

    A Third Circuit panel appeared skeptical Wednesday of a nursing home's challenge to a National Labor Relations Board decision finding it unlawfully altered bonus pay it issued during the pandemic without bargaining, as judges questioned the company's argument that the bonuses were allowable under an expired contract.

  • April 10, 2024

    Bankrupt Hospital Co.'s $16M Deal With Ex-Execs OK'd

    A Delaware bankruptcy judge agreed Wednesday to let the liquidating trustee for hospital operator Promise Healthcare proceed with a $16 million settlement with former executives to resolve his Florida federal court lawsuit, which alleged they abused the company's trust by lying to board members for their own benefit.

  • April 09, 2024

    Investor Can't Get Approval Of Hong Kong Award In Calif.

    A California judge has thrown out a petition filed by a biotechnology company investor seeking to enforce a Hong Kong arbitral award that found she is the proper owner of the company's shares, saying the case has an insufficient connection to the Golden State.

  • April 09, 2024

    Calif. Healthcare Attys Working Late Thanks To New Regs

    Attorneys working on healthcare deals in California are logging longer hours and getting less sleep as they grapple with new regulations that came into effect this month.

  • April 09, 2024

    Tech M&A Reigns Supreme In Q1 After Rare Hiccup In Q4

    The technology sector logged the greatest total value of global mergers and acquisitions in the first quarter of 2024, following a rare quarter that saw the industry fall out of the top spot and into third place, data from Dealogic shows.

  • April 09, 2024

    Healthcare Deals This Week: Merck, J&J And More

    From private megarounds to a blockbuster medtech buy, there's been a flurry of deals in the healthcare industry this past week. Among the notable transactions were a $13.1 billion acquisition by Johnson & Johnson and billion-dollar deals involving Genmab and Merck. Law360 breaks down those and other big healthcare and life science deals from the past week.

  • April 09, 2024

    Life Sciences GCs On Tighter Regs, Outside Counsel Advice

    General counsel at life sciences venture capital firms are navigating increased regulation in healthcare and looking to outside counsel to act as true advisers and problem-solvers as the healthcare industry becomes more complex.

  • April 08, 2024

    Judge Urged To Reject UnitedHealth's Antitrust Deal Qualms

    Patients who cut a $55 million antitrust settlement with NorthShore University HealthSystem are urging an Illinois federal court to reject objections by United Healthcare Services, arguing that the insurer has no standing to derail the deal and that its challenge to the agreement could dilute their recovery.

  • April 08, 2024

    PE Firm Calls FTC's Antitrust Claims 'Many Yesterdays' Old

    A Texas anesthesiology company and the private equity firm that created it told a Houston federal judge Monday that the Federal Trade Commission has gone back "many yesterdays ago" in making its antitrust case, arguing that there's no imminent threat of a monopoly in an attempt to get the case dismissed.

  • April 08, 2024

    CVS Signing Bonus, Stock Pushed GC's Pay To Nearly $12M

    CVS Health Corp. paid its general counsel nearly $12 million last year with a compensation package that included a cash bonus and equity awards to cover money he had to forfeit from his previous employer when he joined the executive leadership team in February 2023, according to public documents.

  • April 05, 2024

    New Chancery Challenge Launched To Board-Investor Pacts

    A biopharmaceutical company stockholder has teed up a new Delaware Chancery Court suit challenging board-investor voting agreements, with the complaint acknowledging wide debate over the pacts and a fast-moving push to amend state corporation law to authorize them.

  • April 05, 2024

    Freshfields Reps J&J On $13.1B Deal For Shockwave Medical

    Freshfields Bruckhaus Deringer-led Johnson & Johnson has agreed to buy Fenwick & West-advised Shockwave Medical Inc., a provider of a cardiovascular blood flow treatment, at an enterprise value of $13.1 billion, the companies said Friday. 

  • April 04, 2024

    Novo Holdings, Catalent Reset Review Clock On $16.5B Deal

    Novo Nordisk Foundation has given the Federal Trade Commission more time for an initial review of Novo Holdings' plan to acquire Catalent in a deal that values the pharmaceutical services company at $16.5 billion.

Expert Analysis

  • A Reminder For Drug Cos. To Confirm Orange Book Listings

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    A recent policy statement from the Federal Trade Commission highlights the legal danger that pharmaceutical companies can face for improperly listing patents in the U.S. Food and Drug Administration's Orange Book, which is also an issue in the context of Hatch-Waxman litigation, say attorneys at Kirkland.

  • Strategic Succession Planning At Law Firms Is Crucial

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    Senior partners' reluctance to retire, the rise of the nonequity partner tier and generational differences in expectations are all contributing to an increasing number of departures from BigLaw, making it imperative for firms to encourage retirement among senior ranks and provide clearer leadership pathways to junior attorneys, says Laura Leopard at Leopard Solutions.

  • FTC's Health Co. Suit Indicates Agency's Private Equity Focus

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    The Federal Trade Commission's latest lawsuit against an anesthesia company and its private equity investor highlights the agency's willingness to regulate the health care industry even when relevant acquisitions are relatively dated or when the controlling entity's economic interest is under 50%, say attorneys at Simpson Thacher.

  • Top 4 Antitrust Enforcement Issues In Health Care Today

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    The Federal Trade Commission's recent lawsuit against U.S. Anesthesia Partners exemplifies antitrust enforcement authorities' efforts to aggressively reshape the health care industry, ranging from new proposed rules to withdrawals of previous guidance, say attorneys at Fried Frank.

  • Calif. Climate Disclosure Bills Promise Challenges For Cos.

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    Two novel climate disclosure bills recently passed by the California Legislature will pose challenges for many businesses — especially private companies that are less familiar with climate-related reporting obligations — and will require investments of significant time and effort in processes, procedures and personnel, say John Rousakis and Chris Bowman at O'Melveny.

  • Maximizing Law Firm Profitability In Uncertain Times

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    As threats of an economic downturn loom, firms can boost profits by embracing the power of bottom-line management and creating an ecosystem where strategic financial oversight and robust timekeeping practices meet evolved client relations, says Shireen Hilal at Maior Strategic Consulting.

  • 7 Common Compliance Pitfalls For Multistate Pharmacies

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    In light of a California bill recently introduced to prevent medication errors at understaffed chain pharmacies — which could add yet another regulatory hurdle for certain establishments operating across the U.S. — pharmacies operating in multistate capacities must proactively mitigate operational risks, say attorneys at Troutman Pepper.

  • 5th Circ. Ruling Reminds Attys That CBP Can Search Devices

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    The Fifth Circuit’s recent Malik v. Department of Homeland Security decision adds to the chorus of federal courts holding that border agents don’t need a warrant to search travelers’ electronic devices, so attorneys should consider certain special precautions to secure privileged information when reentering the U.S., says Jennifer Freel at Jackson Walker.

  • ESG Around The World: European Union

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    As the EU makes ESG regulation a priority, companies — both those based in the EU and others just doing business there — need to keep abreast of myriad new legislation that has either already taken effect or will in the near future, as noncompliance could result in fines, damages and director liability, say attorneys at Steptoe & Johnson.

  • Avoiding The Ethical Pitfalls Of Crowdfunded Legal Fees

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    The crowdfunding of legal fees has become increasingly common, providing a new way for people to afford legal services, but attorneys who accept crowdsourced funds must remember several key ethical obligations to mitigate their risks, say Hilary Gerzhoy and Julienne Pasichow at HWG.

  • An Overview Of 6 PBM Bills Moving Through Congress

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    As legislators turn to pharmacy benefit manager reform as a potential next step in addressing the cost of prescription drugs, six congressional committees have recently advanced PBM-related legislation with generally high bipartisan support, suggesting that a final package is likely to advance through Congress, say Rachel Stauffer and Katie Waldo at McDermott+Consulting.

  • What Large Language Models Mean For Document Review

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    Courts often subject parties using technology assisted review to greater scrutiny than parties conducting linear, manual document review, so parties using large language models for document review should expect even more attention, along with a corresponding need for quality control and validation, say attorneys at Sidley.

  • Participating In Living History Makes Me A Better Lawyer

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    My role as a baron in a living history group, and my work as volunteer corporate counsel for a book series fan association, has provided me several opportunities to practice in unexpected areas of law — opening doors to experiences that have nurtured invaluable personal and professional skills, says Matthew Parker at the Nebraska Department of Health and Human Services.