Our life sciences and mergers and acquisitions attorneys routinely represent both buyers and sellers in deals of all sizes, resolving intricate issues effectively and efficiently.
With a wide range of industry clients, including multinational pharmaceutical companies, small to midsized biotechnology companies and medical device clients, we understand all parties’ perspectives, anticipate contentious issues in negotiations, and offer creative solutions to the many challenges that arise.
Comprehensive One-Stop Service
The life sciences M&A group takes a collaborative approach, working closely with attorneys from our IP/patent, FDA regulatory, private equity, health care, employment, benefits, and tax groups to provide comprehensive one-stop service and eliminate the need for clients to work with multiple, independent teams of attorneys from different firms.
Many of the world’s leading life sciences companies turn to Ropes & Gray for M&A advice. In transactions of all sizes, our attorneys:
- Conduct comprehensive due diligence and analysis of opportunities and risks
- Create and implement deal structures for mergers, tender offers, stock or asset acquisitions, joint ventures, restructurings, spinouts, and spinoffs
- Anticipate and resolve business, accounting, securities, intellectual property, tax, antitrust and compensation issues
- Structure earn-outs and contingent payments, common in many life sciences M&A transactions
- Help clients close on favorable terms and aggressive timetables
Our team of M&A lawyers has a successful track record of working on highly complex life sciences transactions. We have represented clients in some of the most prominent M&A deals in the life sciences industry. Our experience includes representation of:
- Pfizer on its $14 billion acquisition of Medivation Inc., a biopharmaceutical company focused on developing and commercializing small molecules for oncology.
- Shire in its agreement with Baxalta Incorporated to combine the companies for an aggregate consideration of approximately $32 billion. Baxalta, headquartered in Northern Illinois, is a $6 billion global biopharmaceutical leader developing, manufacturing and commercializing therapies for orphan diseases and underserved conditions in hematology, oncology, and immunology.
- Cambrex Corporation, a leading manufacturer of small molecule innovator and generic active pharmaceutical ingredients, in its proposed acquisition of PharmaCore, Inc. for approximately $25 million.
- TPG Capital in its definitive agreement to acquire Beaver-Visitec International, a medical device company that develops, manufactures and markets ophthalmic and other specialty microsurgical products from Roundtable Healthcare Partners.
- NxStage Medical in its $2 billion acquisition by Fresenius Medical Care, the world’s largest provider of dialysis products and services.
- Bioverativ in its definitive agreement to acquire True North Therapeutics, a privately held, clinical-stage rare disease company for an upfront payment of $400 million, plus assumed cash.
- Bain Capital in its $831 million acquisition of a controlling stake in Hugel, Inc., a South Korean producer of beauty products including Botox.
- Codman Neuro, an affiliated global neurosurgery and neurovascular business of Johnson & Johnson, in its acquisition of privately held Irish stroke care company Neuravi Limited.
- Adhesys Medical in its sale to The Grünenthal Group (Grünenthal). Through this acquisition, Grünenthal has obtained the worldwide development and commercialization rights of Adhesys Medical’s highly innovative pipeline of surgical sealants together with the underlying technology platform.