Paul advises on business combinations, securities offerings, and governance matters.


M&A matters include representing:

  • Acceleron in its sale to Merck ($11.5 billion)
  • CIRCOR in its sale to KKR ($1.7 billion, following two topping bids), four years after its successful defense against a hostile tender offer
  • Cubist in its sale to Merck ($9.5 billion)
  • Genzyme in its sale to Sanofi ($20.1 billion and contingent value rights)
  • ImmunoGen in its sale to AbbVie ($10.1 billion)
  • Javelin in its sale to Hospira, which, after Javelin initiated litigation, closed on its original terms despite emergence of a contamination issue and which involved Hospira topping a merger agreement between Javelin and another biotechnology company
  • NxStage in its sale to Fresenius ($2.0 billion)
  • Provention in its sale to Sanofi ($2.9 billion)
  • Synageva in its sale to Alexion ($8.9 billion)
  • TESARO in its sale to GSK ($5.1 billion)
  • Wright Medical in its sale to Stryker ($5.4 billion), which closed on its original terms despite emergence of the COVID pandemic
  • Pfizer in its acquisitions of Biohaven ($11.6 billion, the spin-off of Biohaven’s early-stage programs, and a contingent royalty obligation); Arena ($6.7 billion); Trillium ($2.3 billion); Medivation ($14 billion), in which Pfizer prevailed in an auction triggered by an unsolicited bid by another pharmaceutical company; and Hospira ($17 billion) 
  • Shire in its acquisitions of Baxalta ($32 billion), which commenced with an unsolicited public proposal shortly following Baxalta’s spin-off from Baxter, and Dyax ($5.9 billion)

Capital markets matters include representing:

  • Sarepta in $4.0 billion in equity and convertible note offerings
  • TransMedics in its IPO, follow-on equity offerings, and a convertible note offering
  • Zoetis in the exchange of $12.9 billion of Zoetis stock for Pfizer stock to split-off Zoetis from Pfizer
  • The lead underwriters in a $6.7 billion secondary offering of Regeneron common stock and a $2.0 billion Regeneron investment grade debt offering
  • The lead underwriters in the $1.7 billion Elanco Animal Health IPO and the dealer managers in the exchange of $8.6 billion of Elanco stock for Lilly stock

Areas of Practice