Deals & Corporate Governance

  • 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.

  • April 04, 2024

    Structure Defense Remains In FTC Hospital Case, But Not Hearing

    When the Federal Trade Commission goes to trial April 29 against an allegedly anti-competitive hospital merger, the agency won't have to contend with defense assertions that its structure is unconstitutional right away, but a North Carolina federal judge refused Thursday to scrub them entirely.

  • April 04, 2024

    Meet The Attys In Acorda Therapeutics' Ch. 11

    Attorneys from Baker McKenzie LLP are representing Acorda Therapeutics in its Chapter 11 bankruptcy in New York as it moves toward a sale of its assets to another pharmaceutical company.

  • April 04, 2024

    Boston Scientific's $3.7B Axonics Buy Under FTC Microscope

    Biomedical engineering company Boston Scientific Corp. on Thursday disclosed that the Federal Trade Commission requested more information on its planned $3.7 billion acquisition of medical technology company Axonics, which will result in a delay in the deal's closing.

  • April 03, 2024

    Healthcare Company Hid Rising Costs Before IPO, Suit Says

    Elder-focused healthcare company Agilon Health was hit with an investor's proposed class action in New York federal court alleging that the company failed to acknowledge ahead of its initial public offering that it had been affected by rising medical costs for providers.

  • April 03, 2024

    NC AG Greenlights New Monitor For HCA Hospital Amid Probe

    A new organization has taken up the baton to monitor whether HCA Healthcare is in compliance with the agreement that cemented its $1.5 billion acquisition of a North Carolina health system, a pact that is the focus of ongoing litigation between HCA and the state's attorney general.

  • April 03, 2024

    Pharma Exec, Cousin Cop To Insider Trading On Kodak Loan

    A pharmaceutical company's executive and his cousin on Wednesday pled guilty to trading on information they acquired through the company's partnership with Eastman Kodak Co. about a government loan the photography giant was set to receive during the COVID-19 pandemic.

  • April 03, 2024

    2024 Proxy Fight Preview: Hotel Operator, Shops, Offices

    Every spring ushers in a new season of proxy fights between activist investors and boards of directors, and a handful of commercial property companies are in the midst of battles with dissatisfied shareholders, while the industry at large continues to face economic stressors.

  • April 02, 2024

    Theseus Investor Seeks Appraisal After Concentra Merger

    A fund invested in clinical-stage biopharmaceutical company Theseus Pharmaceuticals Inc. has petitioned Delaware's Court of Chancery for an appraisal of the investor's 250,000 shares following Theseus' $4.05 per-share consolidation in February with Concentra Biosciences LLC.

  • April 02, 2024

    Acorda Therapeutics Hits Ch. 11, Plans $185M Drug Sale

    Neurological disorders drugmaker Acorda Therapeutics Inc. filed for Chapter 11 protection in New York bankruptcy court, with plans to sell its assets to another pharmaceutical company for $185 million.

  • April 01, 2024

    Pharma Co. Beats Investor Suit Over Wrinkle Drug Approval

    A California federal judge has dismissed a lawsuit from the investors of Revance Therapeutics Inc. accusing it and several executives of concealing quality control concerns that eventually led the U.S. Food and Drug Administration to deny the company a license for its wrinkle injectable, saying the defendants may not have known the approval timeline they presented was unattainable.

  • April 01, 2024

    Health System Says $1B In Losses Dooms Beth Israel Hospital

    Mount Sinai Health System Inc. told a New York state court to let it go forward with its plans to shut down Mount Sinai Beth Israel Hospital, arguing that it reached its decision to close the Manhattan hospital "after a decade of mounting losses at MSBI amounting to over $1 billion."

  • April 01, 2024

    'Unreliable' Theory Dooms City's Acthar Antitrust Cert. Bid

    The city of Rockford has presented "unreliable" damages evidence that cannot warrant giving class treatment to its claim that pharmacy benefits manager Express Scripts engaged in a scheme to fix prices for the seizure medication Acthar, an Illinois federal judge has said.

  • April 01, 2024

    Pharma Co. Impel's Ch. 11 Liquidation Plan Approved

    Migraine-drug maker Impel Pharmaceuticals received confirmation of its Chapter 11 liquidation plan on Monday after selling its assets and making changes to the plan's exculpation provisions in response to a U.S. trustee objection.

  • April 01, 2024

    Masimo Rips Politan's New Attempt To Grab Board Seats

    Medical technology company Masimo Corp. on Monday pushed back against activist allegations of broken governance and lack of independent oversight, saying investor Politan Capital Management LP's plans to oust its current chairman and CEO contradict shareholders' best interests.

  • March 28, 2024

    2 Firms Steer Close Of Hildred's $750M Continuation Fund

    Healthcare-focused private equity firm Hildred Capital, advised by Kirkland & Ellis LLP and Lowenstein Sandler LLP, on Thursday said it clinched a multiasset continuation fund after securing more than $750 million in commitments, which will be used to acquire two companies from the firm's previous funds.

  • March 27, 2024

    NY AG, Others Blast Sandoz Deal 'Tax' On Future Settlements

    New York's attorney general was one of three objectors Tuesday to a provision in Sandoz's proposed $265 million settlement with a class of drug wholesalers in Pennsylvania federal court that they say will delay any future generic-drug price-fixing litigation deals by taxing agreements over $119.25 million.

  • March 26, 2024

    FTC Urges Court To Pause Novant's NC Hospital Deal

    The Federal Trade Commission is urging a North Carolina federal court to pause Novant Health's $320 million deal for a pair of hospitals, contending the move would give Novant an "eye-popping" share of the hospital market in a Charlotte suburb.

  • March 26, 2024

    Amazon's Healthcare Push Raises Tough Questions For Attys

    Along with toiletries, tech gadgets and groceries, your favorite online mega-retailer now offers prescription drugs, monitoring of chronic health conditions and virtual doctor's visits.

  • March 26, 2024

    Healthcare Deals This Week: Novo Nordisk, Mirador, And More

    From massive mergers and acquisitions, to funding rounds worth hundreds of millions of dollars, the healthcare industry has had a busy past few days.

Expert Analysis

  • Tips For Litigating Against Pro Se Parties In Complex Disputes

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    Litigating against self-represented parties in complex cases can pose unique challenges for attorneys, but for the most part, it requires the same skills that are useful in other cases — from documenting everything to understanding one’s ethical duties, says Bryan Ketroser at Alto Litigation.

  • It's Time To Prescribe Frameworks For AI-Driven Health Care

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    As health care providers begin to adopt artificial intelligence in clinical settings, new legal and regulatory challenges are emerging, with the critical issue being balancing AI's benefits and innovations in health care while ensuring patient safety and provider accountability, say attorneys at Kirkland.

  • Preparing For Higher Health Transaction Standards In Calif.

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    The California Office of Health Care Affordability's revised draft regulations on the reporting of health care transactions incorporate useful improvements to the regulatory scheme, but also contain provisions that may cause concerns for parties contemplating covered transactions, says Andrew Demetriou at Husch Blackwell.

  • How Ill. Supreme Court Could Shape Statutory Violation Cases

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    In Fausett v. Walgreens, the Illinois Supreme Court will take up the question of whether a violation of the Fair and Accurate Credit Transactions Act satisfies the injury-in-fact requirement, and any outcome could significantly change the litigation landscape in Illinois, say Donald Patrick Eckler and Joshua Zhao at Freeman Mathis.

  • Pro Bono Work Is Powerful Self-Help For Attorneys

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    Oct. 22-28 is Pro Bono Week, serving as a useful reminder that offering free legal help to the public can help attorneys expand their legal toolbox, forge community relationships and create human connections, despite the challenges of this kind of work, says Orlando Lopez at Culhane Meadows.

  • Playing In A Rock Cover Band Makes Me A Better Lawyer

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    Performing in a classic rock cover band has driven me to hone several skills — including focus, organization and networking — that have benefited my professional development, demonstrating that taking time to follow your muse outside of work can be a boon to your career, says Michael Gambro at Cadwalader.

  • The Pop Culture Docket: Judge Espinosa On 'Lincoln Lawyer'

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    The murder trials in Netflix’s “The Lincoln Lawyer” illustrate the stark contrast between the ethical high ground that fosters and maintains the criminal justice system's integrity, and the ethical abyss that can undermine it, with an important reminder for all legal practitioners, say Judge Adam Espinosa and Andrew Howard at the Colorado 2nd Judicial District Court.

  • How To Navigate The FTC's New Private Equity Frontier

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    The Federal Trade Commission's recent district court complaint against an anesthesia firm and its private equity partner tests key bounds of the agency's stand-alone authority, and defense strategies can include challenges to both the geographic and the service market fronts, say attorneys at Baker McKenzie.

  • Newman Suspension Shows Need For Judicial Reform

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    The recent suspension of U.S. Circuit Judge Pauline Newman following her alleged refusal to participate in a disability inquiry reveals the need for judicial misconduct reforms to ensure that judges step down when they can no longer serve effectively, says Aliza Shatzman at The Legal Accountability Project.

  • Considerations And Calculations For DOJ Clawback Program

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    The U.S. Department of Justice’s clawback pilot program announced earlier this year presents numerous questions for businesses, and both hypothetical and recent real-world examples capture how companies’ cost-benefit analyses about whether to claw back compensation in exchange for penalty reductions may differ, say Yogesh Bahl and Jonathan Hecht at Resolution Economics.

  • SEC's Life Sciences Actions Utilize Novel Tools And Theories

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    Recent enforcement actions show that the U.S. Securities and Exchange Commission is employing new forms of data analytics and noteworthy applications of insider trading laws in its scrutiny of fraud within the life sciences and health industries, say Edward Imperatore and Jina Choi at MoFo.

  • How And Why Your Firm Should Implement Fixed-Fee Billing

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    Amid rising burnout in the legal industry and client efforts to curtail spending, pivoting to a fixed-fee billing model may improve client-attorney relationships and offer lawyers financial, logistical and stress relief — while still maintaining profit margins, say Kevin Henderson and Eric Pacifici at SMB Law Group.

  • A Guide For Landlords Pivoting To Medical Office Buildings

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    The current commercial real estate landscape presents a unique opportunity for landlords, real estate developers and investors to accommodate the growing health care industry's need for office buildings, though proper navigation of complex regulations and leasing concerns is necessary, says Mehdi Sinaki at Michelman & Robinson.