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    Home /  Practices /  Healthcare & Life Sciences

    Healthcare & Life Sciences

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    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
    • 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.

    Credit & Leveraged Finance

    Lawyers in this group have worked on the full range of healthcare and life sciences financing transactions ranging from committed debt financing for the largest transactions to the full spectrum of specialty financing for both lender and borrower.

    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.

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    Spotlight

    Renata Hesse Named to GCR’s ‘Women In Antitrust’ 2025

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    hesse_renata_800x400_72dpi

    S&C Advises B-Flexion in Boston Pharmaceuticals’ $2 Billion Sale to GSK

    Read More

    Rachel Yu, Bradley King and Jack Baum Author Law360 Article on GenAI Compliance in Life Sciences

    Read More

    S&C Advises Merck in Its Acquisition of SpringWorks Therapeutics

    Read More
    merck-springworks_722x312

    S&C Advises Urban Sports Club On Its Combination With Wellhub

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    • Experience
    • Rankings and Recognitions
    • News
    • Publications, Videos and Podcasts
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    • Related Lawyers
    Experience

    Experience

    Pharmaceuticals, Consumer Healthcare and Life Sciences representations include:

    • AbbVie (U.S.), in its $55 billion acquisition of Shire (Ireland) (later withdrawn)
    • Acacia Pharma Group (U.K.) in its acquisition by Eagle Pharmaceuticals (U.S.) by way of a scheme of arrangement under Part 26 of the United Kingdom’s Companies Act 2006
    • AIM Vaccine (China), as Hong Kong and U.S. counsel, in its $20 million Rule 144A/Reg S IPO, global offering and HKSE listing

    • 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% interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company
    • Amgen (U.S.), in multiple transactions including its:
      • $27.8 billion acquisition of Horizon Therapeutics (Ireland)
      • approximately $1.9 billion acquisition of Five Prime Therapeutics (U.S.)
      • $13.4 billion acquisition of worldwide rights to Otezla® (apremilast) from Celgene Corporation (U.S.) in connection with Celgene’s merger with Bristol-Myers Squibb (U.S.)
      • $167 million acquisition of Nuevolution (Denmark)
      • modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock
      • $10.5 billion acquisition of Onyx Pharmaceuticals (U.S.), including on more than $8 billion of related finance matters
    • Aurobindo Pharma USA, in its $550 million sale of Natrol (U.S.) to an affiliate of New Mountain Capital (U.S.) to combine with Jarrow Formulas (U.S.)
    • Baxter International (U.S.) in the $3.8 billion acquisition of its Kidney Care Segment, to be named Vantive, by Carlyle (U.S.) and its $4.25 billion divestiture of BioPharma Solutions (U.S.) to Advent International (U.S.) and Warburg Pincus (U.S.)
    • Bayer (Germany), in multiple transactions including its:
      • $6.9 billion sale of its Animal Health business to Elanco Animal Health (U.S.)
      • $66 billion acquisition of Monsanto (U.S.)
      • sale of selected crop science assets to BASF (Germany)
      • $14.2 billion acquisition of the consumer care business of Merck (U.S.)
      • $2.9 billion acquisition of Algeta (Norway)
    • Bausch Health (formerly 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)
    • Biohaven Pharmaceuticals (U.S.) in multiple transactions, including its:
      • $11.6 billion acquisition by Pfizer (U.S.)
      • acquisition of Channel Biosciences (U.S.), a subsidiary of Knopp Biosciences (U.S.), and its Kv7 channel targeting platform
      • $1.24 billion strategic commercialization arrangement with Pfizer (U.S.) for rimegepant, commercialized as Nurtec® ODT in the U.S., in markets outside of the U.S. upon approval
    • 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)
    • Deerfield Management (U.S.), as senior secured lender, DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics (U.S.)
    • Deerfield Management (U.S.) and Athyrium Capital (U.S.), in the out of court restructuring of Pernix Therapeutics (U.S.)
    • Dyax (U.S.), in its $5.9 billion acquisition by Shire (Ireland)
    • Endo International (Ireland), in its $2.6 billion acquisition of Auxilium Pharmaceuticals (U.S.)
    • Haleon Group (U.K.), in its demerger from the GSK Group (U.K.), making Haleon the world’s biggest stand-alone consumer health company
    • Idenix Pharmaceuticals (U.S.), in its $3.8 billion acquisition by Merck (U.S.)
    • Impax Laboratories (U.S.), in multiple transactions including its:
      • $5.5 billion merger with Amneal Pharmaceuticals (U.S.)
      • acquisition of generic products from Teva (Israel) and affiliates of Allergan (Ireland) and $600 million of debt financing for its acquisition
    • Incyte (U.S.) in its acquisition of MorphoSys' (Germany) tafasitamab, a humanized Fc-modified CD19-targeting immunotherapy marketed in the U.S. as Monjuvi® and outside of the U.S. as Minjuvi®
    • Integra Lifesciences Corporation (U.S.), in connection with $3 billion of bank financing
    • Kite Pharma (U.S.), in its $11.9 billion acquisition by Gilead Sciences (U.S.)
    • Merck KGaA (Germany), in its $6.4 billion acquisition of Versum Materials (U.S.)
    • Novartis (Switzerland), in its acquisition of The Medicines Company (U.S.), valuing the company at approximately $9.7 billion
    • Oaktree Capital Management (U.S.), in its strategic financing agreement with BioXcel Therapeutics (U.S.), under which Oaktree and Qatar Investment Authority provided up to $260 million in gross funding to support BioXcel’s commercial activities of IGALMI™ (dexmedetomidine) sublingual film, the expansion of clinical development efforts of BXCL501, and for BioXcel’s additional neuroscience and immuno-oncology clinical programs and in connection with its secured term loan and warrants to OxfordBiomedica, a U.K. public company
    • Perrigo (U.S.), in its $8.6 billion acquisition of Elan Pharmaceuticals (Ireland)
    • PharmaSGP (Germany), in its €127 million IPO; Germany’s first Prime Standard IPO of 2020
    • Praxair (U.S.), in its $80 billion merger of equals with Linde (Germany)
    • Seagen (U.S.), in multiple transactions including its:
      • $43 billion acquisition by Pfizer (U.S.)
      • $614 million acquisition of Cascadian Therapeutics (U.S.), and related bridge financing
    • 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)
    • Sumitovant Biopharma (U.S.) and Sumitomo Pharma (Japan) in their $2.9 billion acquisition of Myovant Sciences (Switzerland)
    • Synageva (U.S.), in its $8.4 billion acquisition by Alexion Pharmaceuticals (U.S.)
    • Takeda Pharmaceutical (Japan), on U.S. securities law, in its $62 billion acquisition of Shire (Ireland)
    • Teva Pharmaceutical (Israel), in multiple transactions including its:
      • $40.5 billion acquisition of Allergan Generics (Ireland)
      • $50.5 billion withdrawn unsolicited acquisition of Mylan (U.S.)

    Medtech representations include:

    • Abiomed (U.S.) in its $18 billion acquisition by Johnson & Johnson (U.S.), the largest all-cash medtech deal in history
    • Baxter International (U.S.), in its acquisition of Hillrom (U.S.) for a total enterprise value of $12.4 billion
    • CONMED (U.S.), in its acquisition of Biorez (U.S.) for up to $250 million, change of state of incorporation from New York to Delaware, $365 million acquisition of Buffalo Filter (U.S.) and $265 million acquisition of SurgiQuest (U.S.)
    • Cyberonics (U.S.), in its $1.5 billion merger with Sorin (Italy) to create LivaNova (U.K.)
    • Deerfield Management (U.S.), as senior secured creditor, DIP lender and plan sponsor in the Chapter 11 cases of Endologix
    • Integra LifeSciences (U.S.), in its acquisition of ACell (U.S.) for up to $400 million
    • Philips (Netherlands), in multiple transactions including its:
      • acquisition of BioTelemetry (U.S.)
      • acquisition of the Healthcare Information Systems business of Carestream Health (U.S.)
      • $2 billion acquisition of The Spectranetics Corporation (U.S.)
      • acquisition of Electrical Geodesics (U.S.)
      • acquisition of Respiratory Technologies (U.S.)
      • acquisition of Wellcentive (U.S.)
      • $1 billion acquisition of Volcano Corporation (U.S.)
    • Stryker (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)
    • Thimble Point Acquisition Corp. (U.S.), a SPAC, in its $1.6 billion combination with Pear Therapeutics (U.S.)
    • Verily Life Sciences (U.S.), an Alphabet (U.S.) company, in its partnership with Temasek (Singapore)

    Health Insurer representations include:

    • CVS (U.S.), in multiple transactions including its:
      • $12.7 billion acquisition of Omnicare (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.)
    • LionTree Investment Fund (U.S.) in its purchase of convertible notes issued by Oscar Health (U.S.)
    • Medco Health Solutions (U.S.), in its $29.1 billion merger with Express Scripts (U.S.)
    • UnitedHealth (U.S.), in multiple transactions including its:
      • $2.8 billion acquisition of Empresas Banmédica (Chile)
      • $4.9 billion acquisition of 90% of Amil Participações (Brazil)

    Healthcare Services representations include:

    • Ares Management (U.S.), in connection with its managed funds’ $1.45 billion strategic partnership with DuPage Medical Group (U.S.) and related financing
    • Benefitfocus (U.S.) in its $570 million acquisition by Voya Financial (U.S.)
    • Blackstone (U.S.) in connection with Precision Medicine Group’s (U.S.) major investment and recapitalization
    • Genomic Health (U.S.), in its $2.8 billion combination with Exact Sciences (U.S.)
    • LabCorp (U.S.), in its $6.1 billion acquisition of Covance (U.S.)
    • NVISION Eye Centers (U.S.), in connection with Ontario Teachers’ Pension Plan Board’s (Canada) acquisition of a majority stake in NVISION
    • PRA Health Sciences (U.S.), on compensation-related matters in its $12 billion acquisition by ICON plc (Ireland)
    • Quality Care Properties (QCP) (U.S.), in its agreement with HCR ManorCare (U.S.) to transition the ownership and leadership of HCR ManorCare, including its skilled nursing, assisted living, hospice and homecare businesses to QCP
    • Syneos Health (U.S.), in its $7.4 billion merger of equals with inVentiv Health (U.S.)
    • UnitedHealth (U.S.), in multiple transactions including in connection with:
      • Optum’s (U.S.) $3.7 billion pending acquisition of Amedisys (U.S.)
      • its divestiture of ClaimsXten, the claims editing business of Change Healthcare (U.S.), to an affiliate of investment funds of TPG Capital (U.S.) for $2.2 billion
      • Optum’s (U.S.) $6 billion acquisition of LHC Group (U.S.)
      • Optum’s (U.S.) $13.8 billion acquisition of Change Healthcare (U.S.)
      • Optum’s (U.S.) $4.3 billion acquisition of DaVita Medical Group (U.S.)
      • its pharmacy care business OptumRx’s (U.S.) $12.8 billion combination with Catamaran Corporation (U.S.)
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    Rankings and Recognitions

    Rankings and Recognitions

    • S&C Awarded Law360 ‘Practice Group of the Year’ for Life Sciences

      April 18, 2024
      blue-award-trophies
    • Renata Hesse Named to GCR’s ‘Women In Antitrust’ 2025

      June 4, 2025
    • Law360 Names S&C a ‘Firm of the Year’ with Eight ‘Practice Group of the Year’ Wins

      January 22, 2025
    • Jeff Wall Named ‘Litigator of the Week’ for Eliminating $650 Million Award Against Walgreens and Other Pharmacies

      December 17, 2024
    • S&C Shortlisted for Two Financial Times Innovative Lawyers Awards

      October 15, 2024
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    News

    News

    • S&C Advises B-Flexion in Boston Pharmaceuticals’ $2 Billion Sale to GSK

      May 30, 2025
    • S&C Advises Merck in Its Acquisition of SpringWorks Therapeutics

      May 2, 2025
    • S&C Advises Urban Sports Club On Its Combination With Wellhub

      March 27, 2025
    • S&C Advises Jiangsu Hengrui Pharmaceuticals in Exclusive License Agreement with IDEAYA Biosciences

      January 7, 2025
    • S&C Helps Eliminate $650 Million Award Against Walgreens and Other Pharmacies

      December 19, 2024
    • Frank Aquila Discusses Healthcare M&A Environment Under New Administration with Financial Times

      December 16, 2024
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    Publications, Videos and Podcasts

    Publications, Videos and Podcasts

    • Rachel Yu, Bradley King and Jack Baum Author Law360 Article on GenAI Compliance in Life Sciences

      Articles |  May 22, 2025
    • EU Court Landmark Ruling Reinforces Transparency of EU Institutions

      S&C Memos |  May 15, 2025
    • S&C Tariffs Tracker

      Emerging Issues | 
    • Tariffs Tracker (Updated) – Department of Commerce Seeks Public Comments on Potential Semiconductor and Pharmaceutical Tariffs

      S&C Memos |  April 16, 2025
    • When Worlds Collide: EU Data Protection, Artificial Intelligence and Trade Secrets

      S&C Memos |  March 10, 2025
    • Navigating Transatlantic Trade Wars: Lessons from 2018 and Remedies in the EU Courts

      S&C Memos |  February 21, 2025
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    Practice Contacts

    Practice Contacts

    Matthew G. Hurd Headshot Photo
    Matthew G. Hurd
    New York
    +1-212-558-4000
    Email
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    Keith A. Pagnani Headshot Photo
    Keith A. Pagnani
    New York
    +1-212-558-4000
    Email
    vCard
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    Related Practices

    Related Practices

    • Capital Markets
    • Credit & Leveraged Finance
    • Intellectual Property & Technology Litigation
    • Intellectual Property & Technology Transactions
    • Litigation
    • Mergers & Acquisitions
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