Cleary Gottlieb actively represents a wide range of pharmaceutical and biotechnology companies in important corporate transactional matters and in precedent-setting antitrust, regulatory, arbitration, and litigation issues.

We also provide counsel to the financial institutions that advise and assist these companies in their capital markets financings. With 16 integrated global offices, our lawyers work assiduously on behalf of our clients to bridge borders and navigate multijurisdictional regulatory requirements to enable the mergers, acquisitions, joint ventures, capital-raisings, and other corporate transactions that meet their business goals.

Notable Experience

Antitrust/M&A

  • Abbott Laboratories in its acquisition of St. Jude Medical and sale of Abbott’s eye health unit to Johnson & Johnson.

  • AbbVie on the EU antitrust aspects of its acquisition of Pharmacyclics.

  • Actavis in its acquisition of Allergan, following a battle by Allergan to remain independent after an unsolicited takeover bid by Valeant.

  • Agilent Technologies in its acquisition of Danish cancer diagnostics company Dako A/S and of ACEA Biosciences.

  • Alkermes in its merger with Elan Drug Technologies, a unit of Elan Corporation.

  • Allergan in its proposed merger with Pfizer and generics sale to Teva Pharmaceuticals.

  • Bausch & Lomb and Warburg Pincus in Bausch’s sale to Valeant Pharmaceuticals and acquisition of Ista Pharmaceuticals.

  • Baxter International on the EU antitrust aspects of its acquisition of Gambro.

  • A consortium of private equity investors in the acquisition and subsequent sale of Biomet to Zimmer Holdings, and Biomet in its acquisition of the global trauma business of DePuy Orthopaedics.

  • China Pharmaceutical Group in a substantial acquisition of a group of pharmaceutical companies.

  • GSK in its acquisitions of Human Genome Sciences and Stiefel Laboratories, sales of Quest Diagnostics and Aspen Pharmacare, and three-part transaction with Novartis involving its Consumer Healthcare, Vaccines, and Oncology businesses.

  • Henry Schein in a Reverse Morris Trust transaction involving a spin-off of its Animal Health business and merger with Vets First Choice to form a new publicly traded company, as well as its acquisition of scil animal care company.

  • IQVIA (formerly known as IMS Health) in its merger of equals with Quintiles, as well as its previous acquisitions of Cegedim, SDI, and AlphaImpactRX.

  • Kindred Healthcare in its sale to a consortium led by TPG Capital, Welsh Carson Anderson & Stowe, and Humana, and previously in its acquisitions of Gentiva and RehabCare.

  • Meda on the U.S. antitrust aspects of its sale to Mylan.

  • Medtronic in numerous transactions, including its acquisition of Covidien; previously in its acquisitions of Ardian, ATS Medical, Invatec (and two related companies), CoreValve, and Kyphon.

  • Merck & Co. on the EU antitrust aspects of numerous transactions included in the sale of its Consumer Care business to Bayer; previously in its merger with Schering-Plough, its sale of Merial to Sanofi-Aventis, and in connection with the creation of a joint venture with Pasteur Mérieux dedicated to human vaccines.

  • Numerous private equity and sovereign wealth fund investors, including Advent International, D.E. Shaw, Hillhouse Capital, Temasek, TPG, and Warburg Pincus in their investments in the pharmaceutical, life sciences, and health care sectors.

  • PDL BioPharma in its equity investment in Noden Pharma and in Noden Pharma’s acquisition from Novartis of worldwide rights to manufacture, market, and sell a high blood-pressure medication sold under the name Tekturna HCT® in the U.S. and Rasilez® and Rasilez HCT® in the rest of the world.

  • Royal DSM in its two-step acquisition of Martek Biosciences.

  • Takeda Pharmaceutical Company in its acquisition of ARIAD.

See More

Capital Markets

  • Actavis in a senior notes offering to finance its acquisition of Allergan.

  • The underwriters in the SEC-registered IPO of Adeptus Health Inc., and in follow-on common stock offerings.

  • The underwriters in a Reg S/Rule 144A common shares offering by Biotoscana Investments S.A.

  • The underwriter in the SEC-registered IPO and global offering of Celyad SA (formerly known as Cardio3 BioSciences).

  • The underwriter in an SEC-registered secondary offering of shares of common stock of China Biologic Products, Inc. by Warburg Pincus.

  • HCA Healthcare, Inc. in an SEC-registered notes offering.

  • Hospital Corporation of China Limited in its IPO.

  • The underwriters in a multi-tranche debt offering for Medtronic.

  • Samsung BioLogics Co., Ltd. and Samsung Electronics Co., Ltd. (the selling shareholder) in Samsung BioLogics’ IPO.

  • Silver Point Capital in a refinancing of financial indebtedness by Novasep through a debt exchange offer and consent solicitation.

  • The underwriters in numerous debt and equity offerings, including a series of debt offerings, for Teva Pharmaceutical Industries to finance its acquisition of Allergan’s generic pharmaceuticals business.

See More

Litigation and Investigations

  • Amgen, Merck & Co., and Lundbeck with regard to the European Commission’s investigation into the pharmaceutical sector.

  • Boehringer Ingelheim Pharma before the European Court of Justice regarding the scope of trademark owners’ rights in relation to parallel importers that repackage pharmaceutical products.

  • F. Hoffmann-La Roche before the European Court of Justice and the Italian Antitrust Authority and courts concerning alleged anticompetitive arrangements between the Roche and Novartis groups relating to the pharmaceutical products Avastin and Lucentis.

  • GlaxoSmithKline in obtaining closure (without condition) of the FTC’s investigation into alleged abuse of patent litigation against generics and in achieving favorable settlements in related litigation; winning dismissal of a class action alleging an industry-wide conspiracy to exclude Canadian imports; winning dismissal of a California action by pharmacists alleging wide-reaching price fixing among all major branded pharmaceutical companies, including before the California Supreme Court; and SEC and DOJ investigations arising out of the U.N. Oil-for-Food Program in Iraq.

  • Gilead Sciences in winning dismissal on all counts of a purported class action alleging unfair competition and Affordable Care Act violations related to the pricing of Gilead’s hepatitis-C treatments.

  • A health care data services company in securing closure of an FTC investigation into the company’s business practices, including alleged exclusivity provisions and alleged most-favored-nation provisions.

  • Merck & Co. in connection with numerous matters, including proceedings before the European Court of Justice in an attempted reversal of EU law on patent exhaustion; the interpretation of, and the Belgian authorities’ compliance with, the EU directive on the transparency of prices of pharmaceutical products; and a reference from the Portuguese Supreme Court concerning the question of whether the ECJ has jurisdiction to interpret Article 33 of the TRIPs Agreement.

  • Millennium Pharmaceutical before the European Court of Justice concerning the effect of the 1924 Switzerland-Liechtenstein customs union on the interpretation of the EU regulation on supplementary protection certificates.

  • IMS Health (now IQVIA) in its successful application for suspension to the European Court of First Instance against a European Commission decision imposing interim measures.

  • Lundbeck in an appeal before the European General Court against the European Commission’s fine concerning the legality of so-called reverse payment settlement agreements — the first case decided by the EC dealing with these agreements.

  • Mallinckrodt/Questcor in FTC and five state attorney general investigations (recently settled) into whether the company’s acquisition, from Novartis, of the U.S. rights to Synacthen Depot eliminated potential competition to Questcor’s drug Acthar.

  • Merck & Co. and Schering Plough in proceedings before the French Competition Authority following a complaint on abuse of dominance in the buprenorphine market.

  • A pharmaceutical company in an SEC investigation of alleged corruption in Poland, Italy, and Germany.

  • A pharmaceutical company in securing closure of an FTC investigation of alleged market division with a U.S. competitor through a joint venture.

  • Sanofi in successfully defending its summary judgment win on appeal to the Third Circuit in a $7 billion lawsuit brought by a competitor challenging Sanofi US’s loyalty discounts for its anticoagulant drug Lovenox.

  • Teladoc in winning a landmark preliminary injunction against the Texas Medical Board, preventing the implementation of a rule that would have ended telehealth in Texas; the Board members abandoned their appeal after Teladoc’s answering brief and 12 supporting amicus briefs were filed.

See More

Publications

Events