Sullivan & Cromwell LLP

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,
• med-tech,
• 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. S&C lawyers led eight of the 10 largest healthcare and life sciences M&A transactions ever.

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

Recent Sullivan & Cromwell healthcare and life sciences experience includes representations of:

• 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 (2008) and then its subsequent acquisition of the remaining publicly held minority interest in the company. (2010)
   
• Amgen, in its $10.5 billion acquisition of Onyx Pharmaceuticals (U.S.). (2013)
   
• Bayer (Germany), in its pending acquisition of Algeta (Norway) for approximately $2.9 billion. (2013)
   
• Chiron (U.S.), a biotechnology company, in the $6.6 billion acquisition of 58 percent of Chiron shares not already owned by Novartis (Switzerland). (2006)
   
• CVS Caremark (U.S.), in its pending $2.1 billion acquisition of Coram (U.S.) from Apria Healthcare Group. (2013)
   
• Eisai (Japan), in its $3.9 billion acquisition of MGI Pharma (U.S.), a biopharmaceutical company specializing in oncology. (2007)
   
• Eastman Kodak (U.S.), in the $2.55 billion sale of its health segment business to Onex Healthcare Holdings (U.S.). (2007)
   
• IMS Health (U.S.), in its $5 billion acquisition by investment funds managed by TPG Capital, the Canada Pension Plan Investment Board and Leonard Green & Partners. (2009)
   
• Medco Health Solutions (U.S.), in its $29.1 billion merger with Express Scripts (U.S.). (2012)
   
• Medtronic (U.S.), in its $3.7 billion acquisition of MiniMed (U.S.) and Medical Research Group (U.S.), which both develop technologies and equipment related to the treatment of diabetes. (2001)
   
• Perrigo (U.S.), in its approximately $8.6 billion acquisition of Elan Pharmaceuticals (Ireland). (2013)
   
• Pharmacia (U.S.), in its acquisition of Monsanto (U.S.) in 2000, its spin-off of Monsanto in 2001 and its $60 billion acquisition by Pfizer (U.S.). (2003)
   
• Pharmasset (U.S.), in its $11 billion acquisition by Gilead Sciences (U.S.). (2012)
   
• Philips Healthcare (U.S./Netherlands) and its parent companies, in the $5.1 billion acquisition of Respironics (U.S.). (2007)
   
• Stryker (U.S.), a surgical and medical products developer, in its $764 million acquisition of Trauson Holdings (China). (2013)
   
• Valeant Pharmaceuticals (Canada), in its $2.6 billion acquisition of Medicis (U.S.). (2012)
   
• Valeant Pharmaceuticals (Canada),  in its aborted $5.7 billion unsolicited bid for Cephalon (U.S.). (2011)

Sullivan & Cromwell is committed to fostering a diverse and inclusive work environment. We believe that diversity is vital to the Firm’s ability to provide our clients with the highest level of service. Accordingly, the Firm’s culture and policies value the unique abilities and perspectives of every individual and support diversity in its broadest sense, including race, gender, ethnicity, sexual orientation, gender identity, gender expression, disability and religious affiliation. 

The Firm’s Diversity Committee, which is charged with assisting in the development of a diverse and inclusive workforce, is comprised of lawyers who hold positions of leadership and influence within the Firm. A member of the Firm’s Management Committee co-chairs the Diversity Committee. Other members of the Diversity Committee include the Firm’s senior chairman, practice group managing partners, hiring partners, assigning partners, chairs of the Firm’s associate affinity networks, and chairs of the Women’s Initiative Committee. The Firm also has a Diversity Management Department (“DMD”), which is charged with developing, implementing and coordinating the Firm’s diversity and inclusion initiatives, events and programs. Realizing the importance of an integrated approach, the DMD works closely with our Recruiting, Professional Development and Legal Personnel Departments to monitor the effectiveness of our extensive diversity initiatives and programs to further the Firm’s mission.

This ongoing commitment has led to great results, including the increased diversity of our partnership. As of January 1, 2013, the Firm had elected thirty-nine partners worldwide in the prior six years; of these thirty-nine partners, thirteen are women, eleven are minorities, and one is openly gay.

In its most recent rankings, Vault listed S&C as among the “20 Best Law Firms for LGBT Diversity.” In addition, MultiCultural Law magazine has named S&C to its annual lists of the “Top 100 Law Firms for Women” and “Top 100 Law Firms for Diversity” for several years, including most recently in 2012. Click here for Diversity Recognitions.

In addition, our lawyers have diverse backgrounds; they speak over 30 languages fluently and they come from approximately 40 different countries and 150 different law schools.