Deals & Corporate Governance

  • April 19, 2024

    Judge Mulls Axing Biomedical Cos.' $25M Punitive Damages

    Not enough evidence supports Skye Orthobiologics' $25.5 million punitive damages award against an ex-employee found to have breached his fiduciary duties by leveraging Skye's proprietary information, a California federal judge has ruled, asking for briefing on whether the proper remedy is to cut the damages or grant a new trial.

  • April 19, 2024

    Life Sciences Biz NanoString Gets OK For $393M Ch. 11 Sale

    Insolvent biotech company NanoString can be sold to scientific instrument maker Bruker Corp., a Delaware bankruptcy judge ruled Friday, after the buyer clinched the winning bid during a 14-hour Chapter 11 auction.

  • April 18, 2024

    EU Antitrust Chief Says Merger Tool Not A 'Power Grab'

    The European Commission's top competition enforcer said Thursday the agency has taken a measured approach to using its newly asserted power to review mergers that fall short of local thresholds, as the European trading bloc's high court mulls a challenge of that authority from DNA sequencing company Illumina.

  • April 18, 2024

    Doximity Faces Investor Suit Over Slashed Revenue Hopes

    Medical professional networking service Doximity Inc., likened to "LinkedIn for doctors," and two of its executives are facing a proposed class action alleging it hurt investors by concealing slowing sales.

  • April 18, 2024

    Investor Says Healthcare REIT Ties Undercut Lease Terms

    An activist investor on Thursday urged shareholders to vote against two of National Health Investors Inc.'s incumbent board members at an annual meeting in May, alleging that conflicts of interest between directors on the board and the company's largest tenant are harming the real estate investment trust.

  • April 18, 2024

    23andMe Taps Dechert To Review CEO Buyout Proposal

    A special committee of genetic testing company 23andMe has engaged Dechert LLP as its legal adviser and Wells Fargo as its financial adviser as it looks to review an anticipated buyout offer from its co-founder and CEO Anne Wojcicki, according to a statement Thursday.

  • April 17, 2024

    Walgreens Investors' $36M Deal In Opioid Suit Gets First OK

    An Illinois federal judge on Wednesday granted his initial approval of a $36 million settlement to end a stockholder's derivative suit accusing Walgreens and its leadership of failing to limit retail pharmacies from dispensing unreasonable amounts of opioids.

  • April 17, 2024

    Elliott Waives BioMarin Board Deal, Moots Del. Suit

    Elliott Investment Management LP has waived an agreement with BioMarin Pharmaceutical Inc. that gave the activist investor three new seats on the biopharmaceutical company's board, mooting a Delaware Chancery Court lawsuit that a BioMarin shareholder filed earlier this month.

  • 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.

Expert Analysis

  • 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.

  • Unpacking OMB's Proposed Uniform Guidance Rewrite

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    Affected organizations, including state and local governments, should carefully review the Office of Management and Budget's proposed overhaul of uniform rules for administering over $1 trillion in federal funding distributed each year, and take the opportunity to submit comments before the December deadline, says Dismas Locaria at Venable.

  • Judicial Independence Needs Defense Amid Political Threats

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    Amid recent and historic challenges to the judiciary from political forces, safeguarding judicial independence and maintaining the integrity of the legal system is increasingly urgent, says Robert Peck at the Center for Constitutional Litigation.

  • FDI Considerations For UK Venture Capital Transactions

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    With the U.K. National Security and Investment Act highlighting foreign direct investment matters for venture capital transactions, investors dealing with companies connected to the U.K. should be alive to how the act's requirements can affect deal timelines, structures and terms, say lawyers at Covington.

  • How Law Firms Can Use Account-Based Marketing Strategies

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    Amid several evolving legal industry trends, account-based marketing can help law firms uncover additional revenue-generating opportunities with existing clients, with key considerations ranging from data analytics to relationship building, say Jennifer Ramsey at stage LLC and consultant Gina Sponzilli.

  • 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.