Deals & Corporate Governance
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February 02, 2024
Dinsmore Broadens Healthcare Capabilities With New Partner
Dinsmore & Shohl LLP has added a partner who specializes in healthcare transactions and counseling healthcare clients, allowing it to broaden services offered to the industry, the firm announced Friday.
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February 02, 2024
Staffing Firm Challenges $9M Classification Ruling At 4th Circ.
A Virginia federal court made several mistakes when it ordered a medical staffing company to pay $9 million to nurses in a misclassification suit, the company told the Fourth Circuit on Friday, saying the ruling would decimate the nursing industry.
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February 02, 2024
Morgan Lewis Accused Of Improperly Helping Health Biz CEO
A healthcare company with offices in New Jersey alleged this week that a Morgan Lewis & Bockius LLP partner committed malpractice during a deal to sell the company by aiding its then-CEO in negotiating a $9 million bonus for himself, at the expense of the business.
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February 01, 2024
Tenet Healthcare To Shed 4 Calif. Hospitals For $975M
Tenet Healthcare Corp. is selling four of its California hospitals in Orange County and Los Angeles County to UCI Health in an all-cash deal of around $975 million, the two announced Thursday.
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February 01, 2024
Bankrupt Pharma Co. Impel Gets OK For $17.5M Sale
Migraine-drug maker Impel Pharmaceuticals can proceed with its sale to JN Bidco LLC, which had made a $17.5 million stalking horse bid, U.S. Bankruptcy Judge Stacey G. Jernigan said at a hearing Thursday in a Texas bankruptcy court.
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February 01, 2024
Life Sciences VC Firm Seroba Closes $134M Fund
Seroba, a European life sciences venture capital firm, said Thursday it has closed a new fund focused on early-stage life sciences companies at €123 million ($134 million).
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January 31, 2024
Cooley-Led Vaxcyte Prices $750M Public Offering
Public vaccine developer Vaxcyte has priced a $750 million public offering of common stock and pre-funded warrants, represented by Cooley LLP, the company has announced.
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January 31, 2024
Cardinal Health Buys Specialty Networks In $1.2B Deal
Healthcare services company Cardinal Health announced Wednesday that it has entered into a deal to buy health platform Specialty Networks for $1.2 billion in cash.
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January 31, 2024
8 Firms Lead $3.7B Sale Of Cigna Medicare Businesses
The Cigna Group will sell multiple health benefits and Medicare units to Health Care Service Corp., the companies said Wednesday in an announcement detailing a deal valued at around $3.7 billion and steered by Wachtell Lipton Rosen & Katz, Rule Garza Howley LLP, Mintz Levin Cohn Ferris Glovsky and Popeo PC and Sidley Austin LLP.
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January 30, 2024
NC Federal Judge OKs Temporary Halt In Novant Hospital Deal
Novant Health's push to buy two North Carolina hospitals is on hold after a federal judge granted a temporary restraining order Monday pausing the $320 million transaction, a step each party agreed to amid the antitrust challenge.
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January 30, 2024
Minority USPS Workers Lack Access To Counseling, Suit Says
The U.S. Postal Service violates federal law by making an anonymous counseling program available for postal inspectors, who are predominantly white, while not doing the same for its largely Black and Hispanic postal police officers, a proposed collective action told a California federal court.
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January 29, 2024
Don't Keep Us Out Of ITC, Startup Says In Apple Watch Row
A Silicon Valley medical device startup that wants the U.S. International Trade Commission to ban certain health-related features from being employed by new Apple Watches is arguing that this dispute is important to ensure that other startups that don't make products can litigate their grievances with tech giants at the Washington, D.C.-based commission.
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January 29, 2024
2 Biotech Firms Join IPO Fray With Plans To Raise $211M
Two drug developers, metabolism-focused Fractyl Health Inc. and psychiatry-focused Alto NeuroScience Inc., joined a growing pipeline of initial public offerings Monday by unveiling plans for IPOs that could net $211 million combined, guided by three law firms.
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January 29, 2024
Imperative Care Names O'Melveny Deals Partner As CLO
Silicon Valley's Imperative Care announced Monday that an O'Melveny deals partner will take over as chief legal officer, joining a revamped leadership team at the medical tech company.
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January 26, 2024
$298M Contract Row Can't Stay In Federal Court, Sellers Say
The sellers of a $257 million portfolio of 17 North and South Carolina skilled nursing and assisted living facilities urged a North Carolina federal court to dismiss the portfolio buyers' suit over a deal that had a total value of more than $298 million, arguing on Friday that the asset purchase agreement for the soured deal has a forum selection clause that forces them to litigate in North Carolina state court.
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January 26, 2024
NJ Health Network Accused Of Poaching Docs Amid JV Talks
A major Garden State healthcare provider "decimated" a private orthopedic surgery practice when it abruptly scuttled talks on a potential joint venture and poached 10 physicians, a suit filed in New Jersey state court claims.
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January 26, 2024
Ex-Goodwin Procter Life Sciences Atty Joins DLA Piper In NY
DLA Piper announced it has hired an experienced life sciences transactional attorney from Goodwin Procter LLP as a New York-based partner in its corporate practice.
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January 25, 2024
Danaher Execs Face Investor Suit Over Post-Pandemic Slump
Shareholders of global science and technology company Danaher claim its top brass misled them about increased revenue growth during the onset of the COVID-19 pandemic and failed to inform them that it was not sustainable as the virus entered an "endemic" state.
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January 25, 2024
Colo. REIT Overpaid For $21B Merger, Investor Says
A shareholder of a Colorado-based real estate investment trust alleged in a Denver court Thursday the company misled investors about a $21 billion merger, overpaid for the acquisition by at least $1 billion and watered down the value of stock held by its existing investors.
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January 25, 2024
PE-Backed BrightSpring Prices $693M IPO Below Range
Private equity-backed healthcare platform BrightSpring Health Services Inc. on Thursday priced a $693 million initial public offering below its range, represented by Simpson Thacher & Bartlett LLP and underwriters counsel Latham & Watkins LLP.
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January 25, 2024
FTC Sues To Stop NC Healthcare Systems' $320M Deal
The Federal Trade Commission announced Thursday it has sued to block a $320 million deal between health network Novant Health and publicly traded healthcare company Community Health Systems.
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January 25, 2024
Service Snag Delays Hospital Operator's Ch. 11 Confirmation
California-based hospital operator Alecto Healthcare Services LLC will wait until March to seek confirmation of its proposed Chapter 11 plan as a small-business debtor, after attorneys told a Delaware bankruptcy judge Thursday it hadn't served notice of the proposal to roughly 700 creditors.
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January 25, 2024
Kirkland Reps Arlington Capital On $3.8B Fund VI
Kirkland & Ellis LLP-advised Arlington Capital Partners on Thursday announced that it closed its sixth fund at its hard cap with $3.8 billion in commitments, making the fund the largest in the Washington, D.C.-area-based firm's 25-year history.
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January 24, 2024
J&J Agrees To $150M Deal Ending Wash. Opioid Litigation
Johnson & Johnson will pay almost $150 million to end Washington's lawsuit accusing it of pushing opioid painkillers and understating the risk of addiction, according to a settlement filed in state court on Wednesday, adding to the tally of states that have gotten a payout from the pharmaceutical giant for its alleged role in the opioid epidemic.
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January 24, 2024
Latham, Cooley Steer CG Oncology's Upsized $380M IPO
Bladder-cancer therapy company CG Oncology is set to begin trading on Thursday after pricing an upsized $380 million initial public offering, represented by Latham & Watkins LLP and underwriters counsel Cooley LLP.
Expert Analysis
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AmEx Ruling Proves A Double-Edged Sword In Labor Antitrust
Though the U.S. Supreme Court's 2018 decision in Ohio v. American Express was a defense victory, both the plaintiff and defense bars have learned to use the case's holdings to their advantage, with particularly uncertain implications for labor antitrust cases, say Lauren Weinstein and Robert Chen at MoloLamken.
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Do Videoconferences Establish Jurisdiction With Defendants?
What it means to have minimum contacts in a foreign jurisdiction is changing as people become more accustomed to meeting via video, and defendants’ participation in videoconferencing may be used as a sword or a shield in courts’ personal jurisdiction analysis, says Patrick Hickey at Moye White.
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Takeaways From DOJ's Novel Insider Trading Indictment
The U.S. Department of Justice's recently announced insider trading charges in U.S. v. Peizer mark the first indictment based solely on an executive’s use of a Rule 10b5-1 trading plan, reflecting prosecutors' aggressive approach and providing insights for corporate executives, say attorneys at Cleary.
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Humanism Should Replace Formalism In The Courts
The worrying tendency for judges to say "it's just the law talking, not me" in American decision writing has coincided with an historic decline in respect for the courts, but this trend can be reversed if courts develop understandable legal standards and justify them in human terms, says Connecticut Superior Court Judge Thomas Moukawsher.
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Expect Merger Enforcement To Roll Full Steam Ahead
U.S. Department of Justice and Federal Trade Commission officials at the American Bar Association's 2023 Antitrust Spring Meeting laid out their agenda to reinvigorate and modernize antitrust merger enforcement, projecting confidence and optimism despite recent high-profile setbacks in court, say attorneys at Perkins Coie.
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Don't Let Client Demands Erode Law Firm Autonomy
As clients increasingly impose requirements for attorney hiring and retention related to diversity and secondment, law firms must remember their ethical duties, as well as broader issues of lawyer development, culture and firm integrity, to maintain their independence while meaningfully responding to social changes, says Deborah Winokur at Cozen O'Connor.
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Distressed Cannabis Cos. Have A Few Options, With Caveats
As the cannabis industry falls on tough times and a potential recession looms, attorneys should understand the limited restructuring options available to distressed cannabis businesses, absent key bankruptcy protections — and the pitfalls these options may present, say Griffen Thorne and Ethan Minkin at Harris Bricken.
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How CMS Proposal Would Change PE Deal Transparency
The Centers for Medicare and Medicaid Services recently proposed a new rule that would require the disclosure of additional ownership regarding Medicare and Medicaid nursing facilities, an approach that many states have started to take and reflects the Biden administration's scrutiny on private equity deals, say attorneys at Kirkland.
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Workers, Labor Take Center Stage At ABA Antitrust Meeting
The American Bar Association’s antitrust spring meeting had a heavy emphasis on upstream markets affecting employees and talent, and prosecutors sent a clear message that they view no-solicitation, no-poach and no-hire agreements as criminal violations, even in the face of several jury trial setbacks, say attorneys at Perkins Coie.
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Federal Judge's Amici Invitation Is A Good Idea, With Caveats
An Arkansas federal judge’s recent order — inviting amicus briefs in every civil case before him — has merit, but its implementation may raise practical questions about the role of junior attorneys, economic considerations and other issues, says Lawrence Ebner at the Atlantic Legal Foundation.
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Fox Ex-Producer Case Is A Lesson In Joint Representation
A former Fox News producer's allegations that the network's lawyers pressured her to give misleading testimony in Fox's defamation battle with Dominion Voting Systems should remind lawyers representing a nonparty witness that the rules of joint representation apply, says Jared Marx at HWG.
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Cannabis Cos. Must Heed Growing Federal Investigatory Risks
As state-regulated cannabis markets expand rapidly, so too does government oversight, and industry participants must plan ahead to avoid potential liabilities related to workplace health and safety requirements, tax audits, securities regulations and foreign bribery laws, say Alicia Corona and Amy Rubenstein at Dentons.
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Employee COVID Protocols After National Emergency Ends
Now that the Biden administration has announced its plan to officially end the COVID-19 national emergency and public health emergency in May, employers must carefully consider how to proceed with their mandatory vaccine policies and other responses to the pandemic, say Elisabeth Hall and Olubusola Olanrewaju at Miles & Stockbridge.