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

Pharmaceuticals and Life Sciences representations include:
 
  • AbbVie Inc. (U.S.), in its $55 billion acquisition of Shire (Ireland) (later withdrawn).
     
  • 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.
     
  • Bayer (Germany), in multiple transactions including its:
    • $66 billion pending acquisition of Monsanto (U.S.).
    • $14.2 billion acquisition of the consumer care business of Merck (U.S.).
    • $2.9 billion acquisition of Algeta (Norway).
  • Concordia Healthcare (Canada), in multiple transactions including its:
    • $3.5 billion acquisition of Amdipharm Mercury Limited (U.K.).
    • $1.2 billion acquisition of Covis Pharma (Switzerland) and Covis Injectables (Switzerland).
  • Dyax (U.S.), in its $5.9 billion acquisition by Shire (Ireland).
     
  • 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.).
     
  • Kite Pharma (U.S.), in its $11.9 billion pending acquisition by Gilead Sciences, Inc. (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.).
     
  • Stemcentrx (U.S.), in its $9.8 billion acquisition by AbbVie (U.S.).
     
  • Sprout Pharmaceuticals (U.S.), in its $1 billion acquisition by Valeant Pharmaceuticals (Canada).
     
  • Synageva BioPharma (U.S.), in its $8.4 billion acquisition by Alexion Pharmaceuticals (U.S.).
     
  • Teva Pharmaceutical Industries (Israel), in multiple transactions including its:
    • $40.5 billion acquisition of Allergan Generics (Ireland).
    • $50.5 billion withdrawn unsolicited acquisition of Mylan (U.S.).
  • Valeant Pharmaceuticals (Canada), in multiple transactions including its:
    • $15.8 billion acquisition of Salix Pharmaceuticals (U.S.).
    • $56 billion unsolicited acquisition of Allergan (U.S.) (later withdrawn).
Medtech representations include:
 
  • CONMED (U.S.) in its $265 million acquisition of SurgiQuest (U.S.).
     
  • Cyberonics (U.S.), in its $1.5 billion merger with Sorin (Italy) to create LivaNova (U.K.).
     
  • Philips Healthcare (Netherlands), in its $1 billion acquisition of Volcano Corporation (U.S.).
     
  • Stryker Corporation (U.S.), in multiple transactions including its:
    • $55 million acquisition of Stanmore Implants Worldwide (U.S.) from SIW Holdings (U.K.).
    • $2.8 billion acquisition of Sage Products (U.S.) from Madison Dearborn Partners (U.S.).
    • $764 million acquisition of Trauson Holdings (China).
  • Verily Life Sciences (U.S.), an Alphabet (U.S.) company, in its partnership with Temasek (Singapore).

Health Insurer representations include:
 
  • CVS Health (U.S.), in multiple transactions including its:
    • 12.7 billion acquisition of Omnicare, Inc. (U.S.).
    • $2.1 billion acquisition of Coram (U.S.) from Apria Healthcare Group (U.S.).
    • 50/50 joint venture with Cardinal Health (U.S.).
  • Medco Health Solutions (U.S.), in its $29.1 billion merger with Express Scripts (U.S.).
     
  • UnitedHealth Group (U.S.), in multiple transactions including its: 
    • $4.9 billion acquisition of 90 percent of Amil Participações S.A. (Brazil).
    • acquisition of XLHealth Corp. (U.S.)
Healthcare Services representations include:
 
  • INC Research (U.S.), in its $7.4 billion merger of equals with inVentiv Health (U.S.).
     
  • LabCorp (U.S.), in its $6.1 billion acquisition of Covance (U.S.).
     
  • UnitedHealth Group (U.S.), in its pharmacy care business OptumRx’s (U.S.) $12.8 billion combination with Catamaran Corporation (U.S.).