Deals & Corporate Governance
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December 17, 2024
Bigger, Mature Deals May Define 2025 Healthcare Landscape
As the healthcare industry returns to normalcy after the peak of the pandemic, look for a repeat of some pre-2020 deal trends.
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December 16, 2024
Ginkgo Bioworks Investors Get Final OK Of $17.8M Settlement
Investors in biotech company Ginkgo Bioworks Holdings Inc. have gotten final approval for their $17.75 million deal to end proposed class action claims that the company and its leaders distorted Ginkgo's finances, mischaracterizing certain related party deals, to garner shareholder support for its merger with a special purpose acquisition company.
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December 16, 2024
Merger Enforcers End Year On Upswing
The Biden administration's antitrust enforcers have boasted that one side effect of their aggressive approach to merger enforcement has been helping stop problematic deals from being cut in the first place, but the agencies also scored key court rulings blocking transactions in their final year that could have a more enduring effect.
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December 16, 2024
Becton Dickinson To Pay SEC $175M Over Pump Claims
Becton Dickinson & Co. has agreed to pay $175 million to settle the U.S. Securities and Exchange Commission's allegations that the medical device manufacturer misled investors about the risks of selling its Alaris infusion pump and overstated its income, the agency announced Monday.
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December 13, 2024
Pharma Co. Brass Face Investor Suit Over Drug Trial Probe
Officers and directors of cancer treatment developer MacroGenics Inc. have been hit with a shareholder derivative action alleging they breached their fiduciary duties after the company announced three study participant deaths were being probed for a potential connection to the company's therapies.
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December 13, 2024
What's Left In $400M Skinny Label Row? A Lot, Court Says
A number of key issues remain live in the $400 million fight between Teva Pharmaceuticals and GlaxoSmithKline over whether the generic-drug maker induced healthcare providers to infringe the brand-name company's heart drug patent, including the availability of a new trial, a Delaware federal judge has said.
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December 13, 2024
Taxation With Representation: Kirkland, Davis Polk, Wachtell
In this week's Taxation With Representation, Google and TPG Rise Climate partner with Intersect Power, Gen Digital Inc. acquires MoneyLion Inc., Patient Square Capital acquires Patterson Companies Inc., and the Buffalo Bills and Miami Dolphins sell minority ownership shares to private equity firms.
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December 12, 2024
Medicare Could Lose Billions From 'Patent Abuse,' Group Says
The $6 billion a year Medicare is supposed to save by negotiating drug prices under the Inflation Reduction Act is close to the billions of dollars the government could lose due to "patent abuse" by drugmakers, according to a new report by a consumer interest group.
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December 11, 2024
AADI Enlists NY Court To Enforce Cancer Drug Award
California-based AADI Bioscience Inc. is asking a New York federal court to enforce an arbitral award rejecting a more than $15 million claim asserted by a Hong Kong biopharmaceutical company following a dispute over a deal to market a new cancer drug in China.
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December 11, 2024
Kirkland-Led Patient Square Pays $4.1B For Animal Health Co.
Healthcare-focused private equity firm Patient Square Capital on Wednesday unveiled plans to acquire and take private dental and animal health distributor Patterson Companies Inc. in a $4.1 billion deal built by several law firms.
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December 10, 2024
Bristol-Myers Said To Renege On $450M Milestone Promise
Former security holders of a biotechnology company Bristol-Myers Squibb acquired in 2016 hauled the pharmaceutical giant into Delaware's Court of Chancery on Monday, accusing it of using "patent prosecution sleight of hand" to avoid paying up to $450 million in promised milestone payments related to an autoimmune disorder treatment.
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December 10, 2024
Judge Won't Cull EpiPen Antitrust Action Against Mylan
Mylan Pharmaceuticals didn't get the early exit it sought from litigation accusing it of working with Pfizer to inflate the price of the latter's popular auto-injecting emergency allergy medication EpiPen, as a Kansas federal judge has ruled the case must move on to discovery.
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December 10, 2024
Mandarin-Speaking Attys In Demand Amid China Biotech Push
Amid a shift in licensing deals between Chinese and U.S. biotech companies, Mandarin-speaking attorneys with deep experience in the healthcare space are garnering new attention.
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December 09, 2024
3rd Circ. Affirms NLRB's COVID-19 Bonus Pay Order
The Third Circuit upheld on Monday a National Labor Relations Board decision finding a New Jersey nursing home illegally cut or stopped COVID-19 bonuses for unionized workers, supporting the board's assertion that the bonuses were hazard pay that the company was required to negotiate with the union.
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December 09, 2024
NC Attorney General Cans Counterclaims In HCA Hospital Suit
North Carolina Attorney General Josh Stein has immunity from counterclaims brought by HCA Healthcare in an enforcement suit centered on the for-profit health network's actions since purchasing an Asheville hospital five years ago, a state Business Court judge has ruled.
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December 06, 2024
Taxation With Representation: Skadden, Gibson Dunn
In this week's Taxation With Representation, BlackRock buys HPS Investment Partners, TreeHouse Foods Inc. buys Harris Tea, Aya Healthcare acquires Cross Country Healthcare, and Bruin Capital launches a soccer representation business.
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December 05, 2024
Providers' $2.8B BCBS Antitrust Deal Gets Judge's Initial OK
An Alabama federal judge has given his initial approval for a $2.8 billion settlement inked between Blue Cross Blue Shield Association and a proposed class of medical providers in a more than 12-year-old antitrust case targeting association rules.
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December 06, 2024
FINRA Fines Firm $900K Over SPAC Underwriting Fee Issues
The Financial Industry Regulatory Authority has fined New York-based LifeSci Capital LLC nearly $1 million over claims that it received and failed to disclose unfair and unreasonable fees for an initial public offering it underwrote.
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December 04, 2024
Withers IP Partners Hop To Sullivan & Worcester
Sullivan & Worcester LLP has said the Boston firm picked up a team of five intellectual property lawyers, including two partners, from Withers who have expertise in filing patents and working on deals for biotech startups.
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December 04, 2024
Aya Healthcare Buys Fla. Peer Cross Country In $615M Deal
Talent software and staffing company Aya Healthcare, steered by Procopio, will acquire Davis Polk & Wardwell-guided Cross Country Healthcare in an $18.61-per-share cash transaction worth roughly $615 million that will take the company private, according to a Wednesday statement.
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December 04, 2024
Fed. Circ. Judge Condemns 'Nonsense' Law In Antibody Fight
U.S. Circuit Judge Todd Hughes called the Federal Circuit's case law on interpreting preambles in patent claims "nonsense" on Wednesday, expressing frustration as a panel tried to work through whether Xencor Inc.'s antibody patent application was too broad.
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December 03, 2024
US Claims Court Backs HHS Agency's $20.5M IT Deal Choice
A federal claims court judge has denied a protest of a $20.5 million U.S. Department of Health and Human Services information technology deal, saying an HHS agency reasonably concluded that it had only "some confidence" in a government contractor protester.
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December 03, 2024
SEC Says Biopharma's Cooperation Helped It Avoid Penalty
A Houston biopharmaceutical company accused of misleading investors about the regulatory status of two cancer drugs agreed to settle the U.S. Securities and Exchange Commission's action against it on Tuesday without paying a dime, in recognition of what the SEC said was the company's self-reporting and cooperation with investigators.
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December 03, 2024
9th Circ. Ponders AIDS Generic Drug Reimbursement
A Ninth Circuit panel heard arguments Tuesday on a Seattle pharmacy's dispute with a benefits manager over reimbursements for the generic version of the HIV/AIDS drug Truvada, with one judge asking if the pharmacy was stuck with a lopsided deal, but also questioning if the contract obligated the payments.
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December 03, 2024
Chancery Orders Revenue Trust For Healthcare Co. 'Poaching'
A home health company formed through secret poaching by an allegedly disloyal former CEO, two officers and two private equities has been ordered to earmark much of its future revenue to a trust for the corporate victims, in a Delaware Court of Chancery ruling that described the subterfuge as "stunning."
Expert Analysis
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Ghosting In BigLaw: How To Come Back From Lack Of Feedback
Junior associates can feel powerless when senior colleagues cut off contact instead of providing useful feedback, but young attorneys can get back on track by focusing on practical professional development and reexamining their career priorities, says Rachel Patterson at Orrick.
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Conn. Certificate-Of-Need Law Will Bring Greater Efficiency
A new Connecticut law benefits health care organizations by establishing more concrete deadlines and requirements for the state's certificate-of-need law enforcer, and allows the enforcement agency to carry out its duties more efficiently, say attorneys at Robinson & Cole.
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Steps To Success For Senior Associates
Excerpt from Practical Guidance
Adriana Paris at Rissman Barrett discusses the increased responsibilities and opportunities that becoming a senior associate brings and what attorneys in this role should prioritize to flourish in this stressful but rewarding next level in their careers.
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Legal Profession Must Do More For Lawyers With Disabilities
At the start of Disability Pride month, Rosalyn Richter at Arnold & Porter looks at why lawyers with disabilities are significantly underrepresented in private practice, asserting that law firms and other employers must do more to conquer the implicit bias that deters attorneys from seeking accommodations.
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Scope Of FTC's Health Info Enforcement May Expand
The Federal Trade Commission's proposed amendments to the Health Breach Notification Rule signal the agency's mounting efforts to regulate consumer health information beyond the reaches of the Health Information Portability and Accountability Act, which does not cover many recent health apps and technologies, say Jodi Daniel and Brandon Ge at Crowell & Moring.
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Appellate Funding Disclosure: No Mandate Is Right Choice
The Advisory Committee on Appellate Rules' recent decision, forgoing a mandatory disclosure rule for litigation funding in federal appeals, is prudent, as third-party funding is only involved in a minuscule number of federal cases, and courts have ample authority to obtain funding information if necessary, says Stewart Ackerly at Statera Capital.
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How NY Law Affects Scrutiny Of Health Care PE Transactions
A recently passed New York law will strengthen pretransanction notification requirements for health care entities — particularly those backed by private equity — but contains several ambiguities that will hopefully be clarified before the law takes effect in August, say attorneys at Norton Rose.
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How Attys Can Avoid Exposing Their Firms To Cyberattacks
Attorneys are the weakest link in their firms' cyberdefenses because hackers often exploit the gap between individuals’ work and personal cybersecurity habits, but there are some steps lawyers can take to reduce the risks they create for their employers, say Mark Hurley and Carmine Cicalese at Digital Privacy & Protection.
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Virginia 'Rocket Docket' Slowdown Is Likely A Blip
After being the fastest or second-fastest federal civil trial court for 14 straight years, the Eastern District of Virginia has slid to 18th place, but the rocket docket’s statistical tumble doesn't mean the district no longer maintains a speedy civil docket, says Robert Tata at Hunton.
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A Look At 2023's Major NLRB Developments Thus Far
Over the last six months, the National Labor Relations Board has broadened its interpretation and enforcement of the National Labor Relations Act, including increasing penalties and efforts to prohibit restrictive covenants and confidentiality agreements, say Eve Klein and Elizabeth Mincer at Duane Morris.
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Preparing For Md. Adult-Use Cannabis: Licensing Provisions
As the launch of Maryland’s adult-use cannabis market quickly approaches, current and prospective businesses will need to understand key provisions and limitations related to license conversion, qualifying partnerships, social equity applications and microlicenses, say Seth Gitner and Jonathan Havens at Saul Ewing.
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FTC's Amgen-Horizon Protest Raises Conglomerate Concerns
The Federal Trade Commission's challenge to Amgen Inc.'s proposed $28 billion acquisition of Horizon Therapeutics is the agency's first move in four decades based on a conglomerate theory of competitive harm, and might pose new antitrust risks for transactions beyond the pharmaceutical sector, say attorneys at WilmerHale.
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5 Management Tips To Keep Law Firm Merger Talks Moving
Many law firm mergers that make solid business sense still fall apart due to the costs and frustrations of inefficient negotiations, but firm managers can increase the chance of success by effectively planning and executing merger discussions, say Lisa Smith and Kristin Stark at Fairfax Associates.