Sullivan & Cromwell’s Healthcare and Life Sciences Group has negotiated complex transactions and resolved high-stakes disputes for almost three decades. Today, it possesses an unrivaled grasp of these sectors and a practical understanding of the commercial realities underlying them.  

The Group’s multidisciplinary, global scope provides the expertise, experience and capacity to deliver best-in-class services to clients of all sizes, from start-ups to investment funds to the largest global healthcare businesses.    

The Firm represents international clients in the following sectors:
 
  • pharmaceuticals and life sciences,
  • medtech,
  • health insurers, and
  • healthcare services.
     
Mergers & Acquisitions
Lawyers in the Group have executed many of the industry’s most critical and challenging U.S. and non-U.S. transactions, including a number of important deals that helped consolidate this broad sector.

Capital Markets and Taxation
Access to sophisticated capital markets know-how and cutting-edge tax expertise is essential for the success of S&C’s clientele. The Firm has a long-standing record of success in debt, equity and hybrid offerings for U.S. and non-U.S. clients. The Firm’s tax lawyers are familiar with, and have refined, many of the most current and innovative tax structures, such as inversion transactions and complex tax-driven financings.

Disputes and Investigations
For several decades, S&C has helped clients navigate highly complex government investigations at both the state and federal level. The Firm has also represented clients in some of the most significant securities class actions and shareholder derivative litigations in history.
 

SELECTED REPRESENTATIONS

Recent Sullivan & Cromwell healthcare and life sciences experience includes representations of:
 
  • AbbVie Inc. (U.S.), in its $55 billion withdrawn acquisition of Shire (Ireland).
     
  • Alcon (Switzerland), and its independent directors, in its $50.4 billion multistage acquisition by Novartis (Switzerland)—first in Novartis’s purchase of Nestlé’s 77 percent interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company.
     
  • Amgen (U.S.), in its $10.5 billion acquisition of Onyx Pharmaceuticals (U.S.).
     
  • Bayer (Germany), in its $14.2 billion acquisition of the consumer care business of Merck (U.S.).
     
  • Bayer (Germany), in its $2.9 billion acquisition of Algeta (Norway).
     
  • Chiron (U.S.), a biotechnology company, in the $6.6 billion acquisition of 58 percent of Chiron shares not already owned by Novartis (Switzerland).
     
  • Concordia Healthcare (Canada), in its $3.5 billion acquisition of Amdipharm Mercury Limited (U.K.).
     
  • Concordia Healthcare (Canada), in its $1.2 billion acquisition of Covis Pharma (Switzerland) and Covis Injectables (Switzerland).
     
  • Cyberonics (U.S.), in its $1.5 billion merger with Sorin (Italy) to create LivaNova (U.K.).
     
  • CVS Health (U.S.), in its $12.7 billion acquisition of Omnicare, Inc. (U.S.).
     
  • CVS Health (U.S.), in its $2.1 billion acquisition of Coram (U.S.) from Apria Healthcare Group (U.S.).
     
  • CVS Health (U.S.), in its 50/50 joint venture with Cardinal Health (U.S.).
     
  • Dyax (U.S.), in its $5.9 billion acquisition by Shire (Ireland).
     
  • Eisai (Japan), in its $3.9 billion acquisition of MGI Pharma (U.S.), a biopharmaceutical company specializing in oncology.
     
  • Eastman Kodak (U.S.), in the $2.55 billion sale of its health segment business to Onex Healthcare Holdings (U.S.).
     
  • Endo International (Ireland), in its $2.6 billion acquisition of Auxilium Pharmaceuticals, Inc. (U.S.).
     
  • Idenix Pharmaceuticals (U.S.), in its $3.8 billion acquisition by Merck (U.S.).
     
  • IMS Health (U.S.), in its $5 billion acquisition by investment funds managed by TPG Capital, the Canada Pension Plan Investment Board and Leonard Green & Partners.
     
  • LabCorp (U.S.), in its $6.1 billion acquisition of Covance (U.S.).
     
  • Medco Health Solutions (U.S.), in its $29.1 billion merger with Express Scripts (U.S.).
     
  • Perrigo (U.S.), in its approximately $8.6 billion acquisition of Elan Pharmaceuticals (Ireland).
     
  • Pharmasset (U.S.), in its $11 billion acquisition by Gilead Sciences (U.S.).
     
  • Philips Healthcare (Netherlands), announces its $1 billion acquisition of Volcano Corporation (U.S.).
     
  • Philips Healthcare (U.S./Netherlands) and its parent companies, in the $5.1 billion acquisition of Respironics (U.S.).
     
  • Sprout Pharmaceuticals (U.S.), in its $1 billion acquisition by Valeant Pharmaceuticals (Canada).
     
  • Stemcentrx (U.S.), in its $9.8 billion acquisition by AbbVie (U.S.).
     
  • Stryker Corporation (U.S.), in its $2.8 billion acquisition of Sage Products (U.S.) from Madison Dearborn Partners (U.S.).
     
  • Stryker Corporation (U.S.), in its $764 million acquisition of Trauson Holdings (China).
     
  • Synageva BioPharma (U.S.), in its $8.4 billion acquisition by Alexion Pharmaceuticals (U.S.).
     
  • Teva Pharmaceutical Industries (Israel), in its $40.5 billion pending acquisition of Allergan Generics (Ireland).
     
  • Teva Pharmaceutical Industries (Israel), in its $50.5 billion withdrawn unsolicited acquisition of Mylan (U.S.).
     
  • UnitedHealth Group (U.S.), in its $4.9 billion acquisition of 90 percent of Amil Participações S.A. (Brazil).
     
  • UnitedHealth Group (U.S.), in its pharmacy care business OptumRx’s (U.S.) $12.8 billion combination with Catamaran Corporation (U.S.).
     
  • Valeant Pharmaceuticals (Canada), in its $15.8 acquisition of Salix Pharmaceuticals (U.S.).
     
  • Valeant Pharmaceuticals (Canada), in its $56 billion withdrawn unsolicited acquisition of Allergan (U.S.).
     
  • Valeant Pharmaceuticals (Canada), in its $2.6 billion acquisition of Medicis (U.S.).
     
  • Valeant Pharmaceuticals (Canada), in its aborted $5.7 billion unsolicited bid for Cephalon (U.S.).