Healthcare

Experience

  • Mergers And Acquisitions

    • Guggenheim Securities as financial advisor to Corium International, a commercial-stage biopharmaceutical company, in Corium’s $504 million sale to Gurnet Point Capital.
    • NJRetina in the formation of a strategic affiliation with NJEye and Quad-C Management.
    • Providence Service Corporation and LogistiCare in LogistiCare’s acquisition of Circulation, a provider of technology-enabled logistics solutions and analytics for managing non-emergency transportation across healthcare.
    • HCA Healthcare in its $1.5 billion acquisition of Mission Health, a nonprofit North Carolina health system.
    • Johnson & Johnson in its sale of Nizoral’s EMEA rights to STADA Arzeimittel AG; LATAM rights to Kramer Laboratories; and APAC rights to Alliance Pharmaceuticals Limited.
    • Johnson & Johnson Consumer in its acquisition of Zarbee's Naturals, a leader in naturally-based healthcare products.
    • Evercore and J.P. Morgan as financial advisors to Akebia Therapeutics in its $1.3 billion merger with Keryx Biopharmaceuticals.
    • TPG Capital and Welsh, Carson, Anderson & Stowe, with Humana, in their $1.4 billion acquisition of Curo Health Services.
    • Precision Medicine Group in a new $275 million investment.
    • Deutsche Bank as financial advisor to Mallinckrodt in its $1.2 billion acquisition of Sucampo Pharmaceuticals.
    • TPG Capital and Welsh, Carson, Anderson & Stowe in the $4.1 billion acquisition of Kindred Healthcare.
    • The Carlyle Group in its acquisition of MedRisk, a provider of managed physical medicine to the workers’ compensation industry.
    • Morgan Stanley Private Equity in its acquisition of Manna Pro, a leading producer of nutritional supplements and other animal products, from The Carlyle Group.
    • Deutsche Bank as financial advisor to Halyard Health in the $710 million sale of Halyard’s surgical and infection prevention business to Owens & Minor.
    • J.P Morgan Securities as financial advisor to Akorn, in its sale to Fresenius Kabi for $4.3 billion.
    • Sawai Pharmaceutical in its $1.5 billion acquisition of the generic pharmaceuticals business of Upsher-Smith Laboratories.
    • Clayton, Dubilier & Rice in the acquisition of Carestream Dental, the digital dental business of Carestream Health.
    • J.P. Morgan as financial advisor to Surgical Care Affiliates, a leading ambulatory surgery center and surgical hospital provider, in its $2.3 billion combination with Optum, a leading health services company and part of UnitedHealth Group.
    • Johnson & Johnson in its purchase of an exclusive option to acquire Bird Rock Bio, a clinical stage biopharmaceutical company focused on innovative immuno-inflammatory regulators that can be used in the treatment of liver disease.
    • PharMEDium, a Clayton, Dubilier & Rice portfolio company and the leading national provider of outsourced compounded sterile preparations to acute care hospitals in the United States, in its $2.6 billion sale to AmerisourceBergen.
    • Johnson & Johnson in its $330 million acquisition from AstraZeneca of the global rights outside of the U.S. to Rhinocort Aqua, a line of nasal sprays used to treat allergies.
    • The Board of Directors of Monsanto in its $66 billion sale to Bayer.
    • Allergan in its $639 million acquisition of Vitae Pharmaceuticals, a clinical-stage biotechnology company.
    • Clayton, Dubilier & Rice in its acquisition of a controlling stake in Drive DeVilbiss Healthcare, a global manufacturer of medical products.
    • Providence Service Corporation in a strategic partnership with Frazier Healthcare Partners in Matrix Medical Network.
    • Envision Healthcare in its $15 billion merger with AMSURG, creating one of the largest U.S. providers of specialty physicians and hospital-related services.
    • Ally Bridge in its PIPEs transaction with Nasdaq-listed Sorrento Therapeutics.
    • Nestlé Skin Health in its $1 billion acquisition of Guthy Renker’s worldwide Proactiv business, the world’s leading non-prescription acne brand.
    • Johnson & Johnson in the sale to SK Capital Partners of its global narcotics business, one of the world's leading producers of opiates.
    • Precision For Medicine in the $75 million investment in the company by TPG Growth.
    • Capital International in its approximately $200 million acquisition of a minority stake in Mankind Pharma, an Indian pharmaceutical company.
    • Lannett in its acquisition for $1.23 billion in cash, plus additional contingent consideration, of Kremers Urban Pharmaceuticals, the U.S. specialty generic pharmaceuticals subsidiary of global biopharmaceuticals company UCB.
    • Guggenheim Securities and Goldman Sachs as financial advisors to Pfizer in its $160 billion acquisition of Allergan (subsequently terminated).
    • Clayton, Dubilier & Rice in its acquisition of PharMEDium, the leading national provider of outsourced compounded sterile preparations to acute care hospitals in the United States.
    • Theragen, a privately owned medical device company, in its acquisition of Neurotech North America.
    • Envision Healthcare in its $620 million acquisition of Rural/Metro Corporation.
    • J.P. Morgan as financial advisor to Allergan in its $40.5 billion sale of a generics unit to Teva Pharmaceutical Industries.
    • Pediatric Services Holding Corporation, the parent of Pediatric Services of America, in its sale to J.H. Whitney Capital Partners.
    • Healogics, a Clayton, Dubilier & Rice portfolio company, in its acquisition of Accelecare Wound Centers.
    • Actavis in the sale of its branded respiratory business in the U.S. and Canada to AstraZeneca for $600 million, and an additional payment of $100 million in connection with certain other agreements.
    • J. P. Morgan as financial advisor to Salix Pharmaceuticals in its $15.8 billion sale to Valeant Pharmaceuticals.
    • Actavis in the sale of Aptalis Pharmaceutical Technologies, a pharmaceutical outsourcing and R&D business in the U.S., to TPG.
    • Morgan Stanley as financial advisor to Nasdaq-listed life science and technology company Sigma-Aldrich in the $17 billion acquisition of Sigma-Aldrich by Merck KGaA.
    • Forest Laboratories in its sale of the generic drug Propranolol to Catalent.
    • Diamond Castle in the acquisition by its portfolio company Beacon Health of ValueOptions, the largest independent behavioral healthcare and wellness company in the U.S.
    • Alliance Boots in tax matters relating to the possible tax inversion of Walgreens.
    • Stone Point Capital in its sale of Genex, a provider of healthcare and disability management services, to Apax Partners.
    • Clayton, Dubilier & Rice in its $910 million acquisition of Healogics, the largest advanced wound care services provider in the U.S.
    • Guggenheim Securities as financial advisor to Pfizer in Pfizer's $119 billion unsuccessful hostile bid for AstraZeneca.
    • Johnson & Johnson in the sale of its worldwide intimate health business to Reckitt Benckiser, a UK-based consumer goods company.
    • Forest Laboratories in its $2.9 billion acquisition of Aptalis, a gastrointestinal and cystic fibrosis company, from TPG.
    • Clayton, Dubilier & Rice in its acquisition of PharMEDium, a leading provider of sterile compounding services to hospital pharmacies.
    • StoneRiver Group in the formation of a joint venture with funds managed by Kelso & Company in which StoneRiver Group’s Progressive Medical was merged with PMSI.
    • Diamond Castle in its $1 billion sale of MHA to Roper Industries.
    • AssuraMed in its $2 billion sale to Cardinal Health.
    • Noven Pharmaceuticals in its acquisition from Novartis of the commercial rights to Minivelle, an estradiol transdermal system, in the U.S. and Canada.
    • Galderma Pharma in its agreement with Valeant Pharmaceuticals to restructure certain North American licensing arrangements in connection with Valeant's $2.6 billion acquisition of Galderma's long-time partner Medicis Pharmaceutical.
    • Catalent Pharma Solutions in tax matters relating to its acquisition of the remaining 49% interest in R.P.Scherer GmbH & Co.KG from Gelita AG.
    • Oceana Therapeutics in its sale to Salix Pharmaceuticals.
    • Forest Laboratories in its acquisition of the Colistin business of Grünenthal GmbH.
    • Tenet Healthcare in its successful effort to block a hostile takeover bid by Community Health Systems, a competing investor-owned hospital company.
    • Clayton, Dubilier & Rice and GS Capital Partners in their acquisition of HGI Holdings, a leading distributor of medical products to chronic disease patients, from The Jordan Company and members of the Harrington family.
    • Clayton, Dubilier & Rice in its $3.2 billion acquisition of Emergency Medical Services Corporation.
    • The Board of Directors of Eclipsys in its $1.4 billion merger with AllscriptsMisys Healthcare Solutions.
    • Michael Pearson, the CEO of Valeant Pharmaceuticals International, in Valeant Pharmaceuticals International’s $3 billion merger with Biovail Corp.
    • Galderma Pharma in its acquisition of the Metvix and Metvixia dermatology products from Photocure ASA.
    • United BioSource in its growth equity investment from Berkshire Partners.
    • Hisamitsu Pharmaceutical, a leading transdermal patch manufacturer listed on the Tokyo stock exchange, in its $428 million acquisition of Nasdaq-listed Noven Pharmaceuticals via an all-cash tender offer.
    • Kelso & Company in its acquisition of a portfolio of medical products from Q-Med.
    • Johnson & Johnson in its acquisition of the remaining 50% stake in Vania Expansion, S.N.C. and Laboratoires Polive S.N.C. from Georgia-Pacific Corporation.
    • Misys in the combination of its healthcare business with Allscripts Healthcare Solutions, resulting in Misys owning a 54.5% interest in Allscripts-Misys Healthcare Solutions.
    • Galderma in its $420 million cross-border cash tender offer for Collagenex Pharmaceuticals.
    • United BioSource in its acquisition of Envision Pharma and in its acquisition of ClinResearch GmbH, a technology services provider for clinical research studies for the pharmaceutical industry.
    • Teachers’ Private Capital in its $1.65 billion acquisition with Ares of GNC.
    • Barclays Capital as financial advisor to Pfizer in Pfizer’s $68 billion acquisition of Wyeth.
    • Guggenheim Securities as financial advisor to Pfizer in Pfizer's $2.38 billion sale of Capsugel, a leading maker of hard capsule and other drug-delivery systems, to Kohlberg Kravis Roberts.
    • Lauro Cinquantasette in its €315 million sale of Prime European Therapeuticals S.p.A. to Albany Molecular Research.
    • United BioSource in its $730 million sale to Medco Health Solutions.
    • Kelso & Company in its going private acquisition of Del Laboratories, a company that distributes a wide variety of cosmetics under brand names and over-the-counter pharmaceutical products.
    • An investor in the $113 million taking private of a pre-clinical trial company.
    • Clayton, Dubilier & Rice in its $1.7 billion purchase of VWR International Corporation, a laboratory supplies distributor, from Merck and the sale of VWR International to Madison Dearborn Partners.
    • An investor in a series C round of funding for an applied clinical pharmacogenomic services provider.
    • Allergan in its $2.47 billion acquisition of ZELTIQ, a medical technology company focused on utilizing its proprietary CoolSculpting controlled-cooling technology platform, the sales leader in the fast-growing body contouring segment of medical aesthetics.
    • Lehman Bros as financial advisor in numerous transactions, including Thermo Electron’s $10.6 billion acquisition of Fisher Scientific Industries to create Thermo Fisher Scientific, Medco Health Solutions’ $2.3 billion acquisition of Accredo Health, the special committee of Triad Hospitals in its $6.8 billion acquisition by Community Health Systems, Sierra Health Services in its $2.6 billion acquisition by UnitedHealth and MGI PHARMA in its $3.9 billion sale to Eisai.
    • Allergan in its $2.9 billion acquisition of LifeCell Corporation, a regenerative medicine business.
    • Actavis in its acquisition of Nasdaq-listed Durata Therapeutics, a pharmaceutical company focused on the development and commercialization of therapeutics for patients with infectious diseases and acute illnesses, for $675 million plus contingent value rights.
    • Nestlé in its $1.4 billion acquisition of the aesthetic dermatology business of Valeant Pharmaceuticals.
    • One of the world’s largest pharmaceutical companies in certain strategic acquisitions and investments.
  • Licensing, Development And Commercialization

    • Johnson & Johnson in its global co-development and commercialization agreement with Theravance Biopharma, relating to various compounds being developed for the treatment of inflammatory bowel disease, including Crohn's and ulcerative colitis.
    • Allergan in its global collaboration agreement with AstraZeneca to develop and commercialize ATM-AVI, an investigational, fixed-dose antibiotic.
    • Galderma Pharma in its agreement with NovaBay Pharmaceuticals to develop and commercialize NovaBay's novel Aganocide drugs for major dermatological conditions.
    • Gen-Probe in its collaboration agreement with Pacific Biosciences of California in the research and development of third-generation DNA testing systems for use in disease diagnosis and blood screening.
    • Galderma Pharma in its licensing arrangement with ZARS Pharma relating to the promotion and distribution of a topical anesthetic cream, Pliaglis, in North America and in the subsequent extension of that agreement to cover worldwide rights.
    • One of the world’s largest pharmaceutical companies in its supply agreement with Baxter Healthcare.
    • Gen-Probe in the global settlement of certain patent disputes, and the cross-license of certain patent rights, with Bayer HealthCare relating to nucleic acid testing for HIV and hepatitis C virus.
    • Galderma Pharma in its worldwide development and commercialization agreement with Anika Therapeutics.
  • Capital Markets And Finance

    • Envision Healthcare in its $1.1 billion initial public offering of common stock.
    • Envision Healthcare, a portfolio company of Clayton, Dubilier & Rice, in its offering of $750 million of senior notes.
    • Lazard-Natixis, UBS Investment Bank and Piper Jaffray in NicOx's €100 million private placement of shares to Fonds Stratégique de Soutien and public rights offering.
    • Del Laboratories, a Kelso & Company portfolio company, in its exchange offer for floating rate secured notes.
    • AIG Altaris Health in senior financing relating to the equity recapitalization of Sparta Systems by Summit Partners and AIG Altaris.
    • One of the world's largest pharmaceutical companies in its convertible debt investment in Monogram Biosciences and related Collaboration Agreement.
    • Investors in HealthSouth’s $400 million offering of 6.5% Series A convertible perpetual preferred stock.
    • Bear Stearns and Citigroup as lead underwriters in Endo Pharmaceuticals’ $868 million secondary offering of shares.
    • Goldman Sachs and Calyon as lead managers in the €1.5 billion initial public offering of bioMerieux, listed on the Premier Marche of Euronext.
  • Traditional Products Liability

    • Allergan in defeating nationwide class certification of a putative class of third-party payors alleging violations of federal RICO statutes through fraudulent promotion of antidepressants.
    • Bristol-Myers Squibb in defending against a $3.4 billion contract and tort claim by generic drug manufacturer Apotex, winning a unanimous jury verdict of no liability.
    • Forest Laboratories in an investigation regarding disclosure of clinical studies regarding the safety and efficacy of anti-depressant medication used by children and adolescents.
    • GE Healthcare in litigation arising from its $8.13 billion acquisition of the Diagnostics Division Business and the Abbott Point of Care Business from Abbott Laboratories.
    • The former CEO and Chairman of one of the world’s largest pharmaceutical companies in connection with proceedings brought by the Nigerian government related to the antibiotic Trovan.
    • Tambrands in defending several hundred toxic shock syndrome cases. In this capacity, we handled every aspect of the company’s cases throughout the country, as well as in Canada, the United Kingdom and Australia, including formulating national strategy; preparing cases for trial and trying the cases; selecting and preparing all company witnesses and expert witnesses; negotiating or supervising local counsel in negotiating all settlements and handling all related appellate work.
    • Wyeth and American Home Products, as a member of its multi-firm national defense team, for the diet drug litigation, with oversight for cases filed in several Southeastern states and alleging cardiac and pulmonary injuries.
  • White Collar Defense and Internal Investigations

    • Global pharmaceutical company in investigations led by DOJ and U.S. Attorney's Office (E.D. Wisc.) relating to sales practices, and related False Claims Act litigation.
    • Major pharmaceutical company in investigations led by DOJ and U.S. Attorney's Office (D. of Mass.) relating to drug marketing and distribution, and related False Claims Act litigation.
    • A major hospital corporation in civil and criminal matters arising out of the nationwide recall of an adulterated prescription medication.
    • Multinational pharmaceutical company’s Board of Directors in internal investigation relating to product development, testing, and marketing.
    • Major pharmaceutical company in threatened exclusion of CEO from federal healthcare programs.
    • Multinational pharmaceutical company Chairman and CEO in drug marketing investigation led by U.S. Attorney's Office (D. Mass.).
    • Major pharmaceutical company executive in investigation led by DOJ and U.S. Attorney’s Office (M.D. Fla.) relating to medical device promotion.
    • Multinational pharmaceutical company in securities fraud investigation led by U.S. Attorney's Office (D. N.J.) relating to product distribution.
    • Multinational pharmaceutical company in parallel SEC and DOJ investigations of alleged earnings management and securities fraud.
  • Global and U.S. Compliance

    • Multiple multinational pharmaceutical companies in internal investigations and provision of FCPA compliance advice.
    • Major pharmaceutical company as independent FCPA consultant pursuant to consent of company and SEC.
    • A major pharmaceutical company in negotiating, implementing, and facilitating ongoing compliance with Corporate Integrity Agreement.
    • A multinational pharmaceutical company’s Board of Directors in conducting several Compliance Program effectiveness reviews to support Corporate Integrity Agreement obligations.
    • A global pharmaceutical company in conducting internal assessment of senior executives’ role in Compliance Program.
    • Global medical device company’s Board of Directors in conducting compliance program effectiveness reviews to support plea agreement obligations.
    • Global technology company’s Board of Directors in independent FCPA investigation and review of medical equipment and diagnostic businesses.
  • Intellectual Property

    • Novartis and Bayer in obtaining injunctions against foreign website operators who were selling gray market pet medicines to U.S. consumers via the Internet.
    • Galderma in patent infringement actions against Actavis over its effort to sell generic versions of Galderma’s Clobex products under purported Part IV certifications.
    • Nestlé in back-to-back victories in false advertising disputes against Ross Laboratories over advertising for Ross’s Isomil Advance and Similac EarlyShield baby formulas.
    • Alcon Laboratories in the successful defense of a preliminary injunction sought by Pharmacia Corporation to enjoin the launch of Travatan.
    • Alcon in successful challenges in court and before the NAD against Bausch & Lomb advertising that falsely disparaged Alcon’s Opti-Free Express contact lens solution.
    • Warner Lambert and Tambrands in advertising disputes related to pregnancy test kit technology.
    • Bayer, in false advertising challenges against Summit VetPharm and Elanco regarding advertising claims for the animal health products.
    • Novartis in a long string of false advertising victories in the NAD for smoking cessation products, anti-fungal products, antacids, medical foods and decongestants.
    • Galderma in an arbitration related to a license dispute for a dermatology drug.
    • Gerber and Bayer in cybersquatting disputes challenging usage of trademarks in third parties’ domain names.
    • Alcon in false advertising disputes against Bausch & Lomb involving reports of scientific studies on corneal staining.
    • Ciba in defending against a false advertising challenge filed by Johnson & Johnson related to consumer preference for the parties’ contact lenses.
    • Bowthorpe in a theft of trade secrets case related to a medical device.
  • Civil Litigation and Dispute Resolution

    • Major pharmaceutical company in multiple consumer fraud class actions, including defeating nationwide class certification and state-wide certification in multiple states.
    • Major healthcare services company in multiple class actions relating to billing practices.
    • Global pharmaceutical company in multiple qui tam actions brought under the False Claims Act.
    • Major pharmaceutical company in shareholder derivative and securities class action relating to drug marketing and disclosure of study results.
    • Multinational pharmaceutical company in dispute relating to manufacturing and supply of vaccines.
    • Multinational healthcare company in disputes relating to European consumer product rights.
    • Multinational pharmaceutical company’s Board of Directors in derivative action alleging securities violations, insider trading, and fraud relating to disclosure of study results.
  • International Dispute Resolution

    • A major pharmaceutical company concerning worldwide supply chain issues, including delay and quality concerns resulting in severe disruption caused to its global vaccines business, resulting in a successful settlement avoiding lengthy arbitration proceedings.
    • A multinational healthcare company in disputes relating to European consumer product rights.
    • A major global pharmaceutical company in an ICC arbitration involving a development and supply contract, against another major pharmaceutical company.
    • One of the world’s largest pharmaceutical companies in an AAA arbitration under English law relating to a collaboration agreement to develop new drugs.
    • An international pharmaceutical corporation in the settlement of claims under a distribution contract.
    • A global healthcare company and its Latin American affiliates in a Spanish-language ICC arbitration relating to an alleged breach in Brazil, Mexico and certain other Latin American jurisdictions of a contract governed by Argentine law.
    • A leading pharmaceutical manufacturer in arbitration/litigation against an international paper products manufacturer concerning joint marketing agreements in France.
    • A multinational pharmaceutical company in obtaining a successful defense verdict in $3.5 billion contract dispute.
    • A consumer products company as national trial counsel defending several hundred personal injury suits.
    • A major pharmaceutical company in consumer fraud class actions, including defeating nationwide class certification.
    • Pharmaceutical and health products companies as a member of the national defense team defending product suits.
    • A major, global pharmaceutical company in an arbitration involving cross-licenses and product development.
    • A major, global pharmaceutical company in claims arising from supply failures by joint venture projects.
    • A major, global pharmaceutical company in various claims relating to patent issues.
    • A major, global pharmaceutical company in a dispute involving distribution of products in China.
    • A pharmaceutical company in royalty disputes.