Our Life Sciences and

Healthcare sector focus

2022

allenovery.com
2 Our Life Sciences and Healthcare sector focus | 2022
Contents
Introducing Allen & Overy 04
Full service, international support for
the life sciences and healthcare sector 05
M&A/corporate finance 06
Licensing and collaborations 09
Patent litigation 12
Regulatory 15
Dispute resolution/arbitration 16
Equity and debt financing 17
Restructuring 18
Key contacts 19

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 Introducing Allen & Overy
Global leader

12% 40
The world’s leading transactional law firm

580
Partners We advised on 12% more deals than our Over 40 offices
nearest competitor in 2020 around the world

2,400
Data sources: Refinitiv and Dealogic. Based on data from the live
database on 1 February 2021 therefore figures could differ from
published press releases.

Disciplinary split by total number of lawyers (%)

Other Lawyers

5,650
People
30 29 17 15 4
Advanced
3 2

International Delivery &

*Figures based on FTE Banking Corporate Litigation Capital markets Solutions Tax Real Estate

Global presence

NORTH AMERICA EUROPE AFRICA ASIA PACIFIC

Los Angeles Amsterdam London Casablanca Bangkok Seoul
New York Antwerp Luxembourg Johannesburg Beijing Shanghai
Silicon Valley Belfast Madrid Hanoi Singapore
Washington, D.C. Bratislava Milan MIDDLE EAST Ho Chi Minh City Sydney
Brussels Moscow Abu Dhabi Hong Kong Tokyo
CENTRAL & Budapest Munich Dubai Jakarta* Yangon
SOUTH AMERICA Düsseldorf Paris Perth
São Paulo Frankfurt Prague
Hamburg Rome
* Associated office Istanbul Warsaw

4 Our Life Sciences and Healthcare sector focus | 2022

Full service, international support for
the life sciences and healthcare sector
We have a multi-disciplinary team focusing on the Life Sciences and
Healthcare sector. We act for companies and their investors across the
industry, including in the pharmaceuticals, biotech, animal health,
consumer health, medtech, and diagnostics sectors.
Our team covers the full spectrum of legal support. We advise on
mergers and acquisitions, commercial transactions (including licensing
and collaborations), IP (both contentious and non-contentious),
capital markets and finance, regulatory matters and dispute resolution.
Our international network ensures that we have a ready resource
of expertise in a number of jurisdictions, including those in
emerging markets, and that we are well positioned to advise
on cross-border work.

“The standard of the work carried out by the A&O team

is the absolute highest. They are working at the highest
level for the busiest and most interesting of clients.”
Legal 500 2021 (Life Sciences and Healthcare)

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 M&A/corporate finance
The combination of our leading M&A practice and our Our expertise and local knowledge in the M&A market
specialisation in the life sciences and healthcare sector ensure that we deliver cost-effective, seamless, high-quality
differentiates us from other international firms in the M&A legal advice. Our strong teamwork and uniform approaches
market. We have a reputation for getting to the heart of are vital to ensuring that cross-border deals are managed
the most complex issues, focusing on strategy, structuring effectively. Efficient working practices and commercial
issues and minimising execution risk. Our team advises on pricing enable us to deliver ‘more for less’.
the full range of M&A transactions from smaller, mid-tier
transactions to cross-border, complex acquisitions. We have
experience advising on all forms of acquisitions, including full
business and asset sales, asset swaps and the acquisition
of stakes in companies.

Reckitt Benckiser Omega Pharma

On the proposed sale of its E45 brand and related On its EUR470m acquisition of the non-core OTC brands of
sub-brands to Karo Pharma for an implied enterprise GlaxoSmithKline in Germany, the UK, Poland and Italy.
value of GBP200 million.

Mediq
Bridgepoint Advisers Limited On its USD1bn public takeover by Advent International and
A UK private equity house, via its portfolio company subsequent delisting.
PharmaZell on their acquisition of French Groupe Novasep
from private equity houses Silver Point Capital and Blackrock.
We also advised on a transaction-related financing. BTG
On its GBP3.3bn takeover offer by Boston Scientific,
the U.S.-based medical technology company.
Q2 Solutions
A leading global clinical trial laboratory services organization,
and a wholly owned subsidiary of IQVIA, Inc. in connection Crucell
with the sale of Nexelis, a portfolio company of Ampersand On its EUR1.75bn public takeover by Johnson & Johnson.
Capital Partners.

Walgreens
A.P. Moller Holding On its acquisition of a USD6.7bn 45% stake in Alliance
On the acquisition of Unilabs, the leading European provider Boots, the leading international pharmacy-led health and
of medical diagnostics services. beauty group, with an option to acquire the remaining 55%
stake in three years.

Kiadis Pharma
Consort Medical
A Dutch clinical stage biopharmaceutical company, on
the EUR308m public offer by Sanofi, an international On the sale of its U.S. business, King Systems Corporation,
pharmaceutical company. to Ambu A/S, a Danish medical devices manufacturer.

Novartis Reckitt Benckiser

On its USD52 billion acquisition of a majority stake in Alcon, On its acquisition of Oriental Medicine Company Limited, a
a global leader in eye care. Hong Kong holding company for three operating companies
in China (trading under the name “Golong Pharmaceutical”),
which produce and distribute over-the-counter health
A global healthcare company products and traditional Chinese medicine products.
On its acquisition of the 80.1% of the shares in Cellzome,
that it does not already own, from various institutional and
individual sellers. The effective consideration is GBP61m.

6 Our Life Sciences and Healthcare sector focus | 2022

“It was stellar team performance
and we benefited from the pure “There were no inefficiencies,
value contributed.” it was seamless.”
Client quoted in Chambers Global 2021 Client quoted in Chambers Global 2021
(Life Sciences: Europe-wide) (Life Sciences: Europe-wide)

Abraaj Capital (Cayman) Limited Société Régionale d’Investissement de Wallonie

On its acquisition of 50% of Turkish hospital operator On the USD305m sale of its stake in Uteron Pharma,
Acibadem Health Services for approximately USD470m. a Belgian female healthcare company, to Watson
Acibadem Health Services is Turkey’s largest health services Pharmaceuticals, a listed U.S. pharmaceutical company.
company and is listed on the Istanbul Stock Exchange.

Arseus
Biomet On its acquisition of U.S.-based Freedom Pharmaceuticals.
On the USD300m acquisition of Merck KGaA’s 50% stake
in the Dutch orthopaedics and biomaterials joint venture
BioMer C.V. between Biomet, Inc and Merck KGaA. Adamed Pharma
On the acquisition of shares in Pabianickie Zakłady
Farmaceutyczne Polfa, one of the largest state-owned
Grünenthal producers of pharmaceuticals in Poland. This was one of the
On its acquisition of AstraZeneca’s European rights to most significant over-the-counter privatisation transactions.
prescription Nexium and the global (excluding the U.S.
and Japan) rights to Vimovo for USD922m.
Circassia Pharmaceuticals plc
On its acquisition of Aerocrine AB and Prosonix Limited,
GE Healthcare both funded through a GBP275m placing and open offer.
On its agreement to acquire PAA Laboratories, a worldwide
distributor of cell culture products; on the sale of its patient
statement printing and mailing services business; on its BTG
acquisition of VersaMed; on its USD100m acquisition of the On the USD200m acquisition of the Targeted Therapies
assets of Dynamic Imaging; and on its acquisition of Wave division of Nordion (a Canadian-listed company which
Biotech’s bioreactor business. manufactures and markets Therasphere, a product used
in the treatment of liver cancer), and on the USD180m
acquisition of EKOS Corporation, (the U.S.-based
Nikko Principal Investments manufacturer and distributor of the EkoSonic Endovascular
On the disposal of its 80% partnership interest in UK Healthcare System, a differentiated interventional product for use in the
Limited Partnership. treatment of severe blood clots).

OTC Direct Merck KGaA

On the acquisition of the UK short-line pharmaceutical On a number of corporate matters, including the acquisition
wholesale business of the Cardinal Health group for of Biochrom; the acquisition of Biotest and the acquisition of
approximately GBP43m. the IP portfolio of the insolvent Konarka group by way of an
auction process within a U.S. insolvency procedure pursuant to
Chapter 7 of the U.S. Bankruptcy Code.
A global biopharmaceutical company
On the acquisition of Paradigm Therapeutics, including an
assessment of its IP portfolio. The owners of Omega Pharma
On the EUR3.6bn sale of Omega Pharma, the Belgium-based
manufacturer and distributor of healthcare products (including
UCB over-the-counter drugs), to Perrigo, a U.S.-listed, Ireland-
On the disposal of certain over-the-counter products to incorporated pharmaceutical company.
Pierre Fabre and the disposal of its non-core product
portfolio to various purchasers.

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  rogress Medical
P EC de Witt
On its acquisition of 90% of the shares in OB Klinika, The UK subsidiary of U.S. firm CB Fleet, on the sale
a surgical clinic in Prague, offering medical services in by competitive auction of its European speciality
aesthetic, bariatric, orthopaedic, and dental and jaw surgery. pharmaceuticals business to Recordati España.

 yntaxin
S JHI
A leader in recombinant botulinum toxin technology, on its The international arm of Johns Hopkins Medicine, on the
acquisition by Ipsen for an upfront payment of EUR28m and acquisition of a stake and a joint venture with Saudi Aramco
milestones with a potential value in excess of EUR130m. to establish a new healthcare provider for Saudi Aramco.
This is a significant deal as it represents the first time an
American institution has invested in healthcare in Saudi Arabia.
 inetic Concepts (KCI)
K
On its USD485m acquisition of Systagenix
Wound Management.  oho Global Health
S
A leading Indonesian pharmaceutical business, on the sale
of a strategic stake in its ethical pharmaceutical business to
Novartis Fresenius and the related joint venture arrangements.
On the disposal of its 43% stake in LTS Lohmann 
Therapie-Systeme AG to dievini Hopp BioTech holding
GmbH & Co. KG. The disposal has been agreed in Sartorius Stedim Biotech
co-operation with co-investor BWK GmbH On the public takeover of TAP Biosystems Group.
Unternehmensbeteiligungsgesellschaft which is also
selling out to dievini.
Optos
On the proposed offer by Nikon Corporation for the entire
Novartis
issued and to be issued share capital of Optos.
On the USD1.7bn sale of its Emeryville California-based
Diagnostics Unit to Grifols.
 Deb Group
A portfolio company of existing client Charterhouse
Russia Partners
Capital Partners, on Deb Group’s acquisition of the Stoko
On the acquisition of a 15% stake in Invitro Holding. Professional Skin Care business from Evonik Industries.

 martPractice
S Kladis Pharma
The global leader in diagnostic patch test allergens and A Dutch clinical stage biopharmaceutical company, on
chambers for the diagnosis of allergic contact dermatitis, the EUR308m public offer by Sanofi, an international
on the acquisition of Epicutantest Hermal/TROLAB patch
pharmaceutical company.
test business from Almirall.

Apax Partners and its portfolio company

Dubai Investments
Neuraxpharm Group
On the sale of 66% stake in Globalpharma to Sanofi and a
third party. We advised on the share sale agreement and a On the acquisition of the assets and rights related to
suite of operational agreements to be entered into between prescription brand Buccolam® in 15 countries from
Globalpharma Company LLC and Sanofi group companies. Takeda Pharmaceutical Company Ltd.

“Well regarded for its impressive client portfolio,

which spans the pharmaceutical, biotechechnology,
medtech, diagnostics and healthcare industries.”
Chambers Global 2018 (Life Sciences: Global-wide)

8 Our Life Sciences and Healthcare sector focus | 2022

Licensing and collaborations
We have a proven track record of advising clients on clinical trials), services agreements, software licensing
on strategic licensing, joint venture and collaboration and development agreements, product agreements and
arrangements, manufacturing and distribution agreements white labelling agreements.
and co-marketing and co-promotion agreements in the life
Clients value the calibre of our team, the quality of our legal
sciences and healthcare sector.
expertise and our ability to negotiate robust agreements.
As well as the structuring, drafting and negotiation of Key to our success is the ability to combine the technical
licensing and collaboration deals, we can assist clients with skills of our professionals with the business needs of our
the analysis of in-licensed IP and the potential for licensors clients. We proactively help our clients to understand and
to exploit those rights, as well as on the strategy for, deal with issues that arise in a commercial manner that fits
and consequences of, terminating or exiting licensing/ in with their business objectives.
collaboration arrangements, including in circumstances
Our lawyers are able to draw upon the knowledge and
where one party becomes bankrupt or insolvent.
experience of colleagues in our Tax, Antitrust, IP and Finance
Furthermore, we advise clients on raising funds using
teams to offer a fully integrated service on the most complex
royalty streams from licence agreements.
licensing structures.
We also advise on outsourcing contracts (including issues
such as contract research, and procuring third-party support

Abdul Latif Jameel Health Novartis Pharma

On the strategic collaboration with Evelo Biosciences to On a software licensing agreement with Microsoft for the
develop and commercialise novel therapy EDP1815 for development of an IT healthcare platform to monitor
inflammatory diseases and Covid-19. patients remotely.

 fizer
P GE Healthcare
On an innovative agreement with GlaxoSmithKline to create a On a number of licensing and collaboration agreements and
HIV joint venture, ViiV, and subsequently on the amendment separation issues in connection with the disposal of a group.
to this arrangement to bring on board the Japanese

pharmaceutical group Shionogi.
UCB
On strategic global collaborations with Biogen, ImClone,
Amarna Therapeutics Immunomedics, Amgen and Millennium regarding the
On several strategic collaboration agreements with investors research, development and commercialisation of various
and research institutions. products, including advising on the application of the
Hart-Scott-Rodino Act.

Cambridge Laboratories
On a number of pharma product, research, collaboration and  fizer
P
licence agreements; and on the licensing of marketing and On a range of technical collaboration and funding
distribution rights for its drug Tetrabenazine. arrangements with PRC universities and research institutes.

A global healthcare company Biomet 3i
On its licence and manufacturing agreement with MolMed for On its termination of its collaboration with Renishaw in
viral vectors and gene therapy products. relation to the distribution of dental scanners.

 erck Millipore
M Syntaxin
On the negotiation and drafting of a development agreement. On strategic development and licensing agreements with
Ipsen relating to the use of botox in a therapeutic environment.

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 Janssen Pharmaceutica Consort Medical
On an outsourcing project of analytical development services On a collaboration with an international pharmaceutical
with a global leader in the testing, inspection and certification company for the development, and if development is
of products. successful, the manufacture and supply, of a new medical
device to be used for drug delivery. The agreement covers
extensive R&D, the building of a new plant and long-term
Mubadala/Cleveland Clinic supply commitments.
On a master services agreement with IBM in relation to the IT
infrastructure of the Abu Dhabi Cleveland Clinic facility.
Almac
On reviewing and amending a licence agreement with Aerial
Thrombogenics Pharma relating to the supply of products.
On a series of template IP collaboration agreements,
including a master services agreement and a clinical testing
services agreement. Multiplicom
A spin-off from the University of Antwerp which develops,
manufactures and commercialises genetic test kits based on
 biobank institution
A the latest molecular diagnostic technologies, on a number of
On various commercial and IP issues, including the contracts with suppliers and customers.
negotiation of an agreement with a third-party provider of
gene analysis services and the drafting of a collaborative
research agreement.  ill’s Pet Nutrition
H
On the creation of a template sponsorship agreement for use
when entering into sponsorship agreements with universities
 elchim Crop Protection
B in the U.S. and Europe.
On various commercial contract and commercial law issues,
including distribution issues.
 t. Jude Medical
S
On entering into a partnership with a major university in the
GN Resound Netherlands with regard to the development of new medical
On an agreement with Cochlear, pursuant to which GNR equipment for treating heart failures. St. Jude Medical received
licensed its wireless technology to Cochlear for use in a grant from the Dutch Government for this research.
connection with cochlear implants, and also agreed to We advised them on the entitlement to patents that were
undertake certain development work. applied for, and that could be granted with regard to the
results of the research. We carried out a general review of
the terms of the partnership, the scope of protection of the
 ovartis Consumer Health Services
N relevant patents in relation to the research, and advised St.
Jude Medical on the best strategy for approaching this matter.
On its existing distribution arrangements in the context of
recently introduced regulations by the Qatari Health Authorities.

A global healthcare company Celyad

On the establishment of a joint venture with Dai Ichi Sankyo Formerly known as Cardio3 Biosciences, we advised
to develop and distribute vaccines in Japan. on the acquisition of OnCyte, the oncology division of
Celdara Medical, a U.S. biotechnology company, as well
as its portfolio of immuno-oncology product candidates.
Vernalis Separately we also advised on the creation of a joint venture
On its exclusive collaboration option and licence agreement with Medisun International, a financial investor based in
with GlaxoSmithKline relating to a Vernalis research Hong Kong.
programme against an undisclosed oncology target;
on the licensing of the Canadian rights to its Frova
product; on an IP-backed financing under which Vernalis Allergopharma
raised funding using the royalty streams from its licensing On the establishment of a joint venture with Global Asthma
arrangements for frovatriptan; and on its EUR18.4m royalty and Allergy European Network (GA²LEN), Laboratorios Leti
financing agreement with Paul Capital Healthcare. (Spain) and Stallergènes (France) for the development,
the utilisation and the commercialisation of mobile
exposition chambers.

10 Our Life Sciences and Healthcare sector focus | 2022

Novartis A global healthcare company
On the negotiation of a global technology license and On the EUR150m investment into, and strategic collaboration
services agreement with EMC Computer Science for the with, German biotech company CureVac for research
storage of submission related data. development and commercialisation of mRNA-based
vaccines and monoclonal antibodies targeting
infectious diseases.
Virgin Plants
On a Research and Development Agreement with the
Leibniz Institute of Plant Genetics and Crop Plant Research.

Exscientia
On a series of collaborations with pharmaceutical partners
for the deployment of Exscientia’s AI drug discovery
technology in relation to various drug discovery targets,
including its USD5.2bn strategic research collaboration
with Sanofi to develop an AI-driven pipeline of precision-
engineered medicines.

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 Patent litigation
We act for the world’s leading companies in major multi- Frequently, a firm technical understanding is crucial to securing
jurisdictional and national patent disputes across all sections success: many of our lawyers have technical backgrounds and
of the life sciences and healthcare industry. We represent our industry experience and can advise clients with confidence in
clients in the many different courts and tribunals worldwide cases involving the most complex technology. This includes
which are important in patent matters. team members with degrees in natural sciences, structural
molecular biology and biochemistry.
Our Patent teams are adept at exploiting the different
procedural and tactical possibilities these forums offer. We also advise our clients on the interplay between patent
This includes, for example, securing evidence, obtaining fast litigation strategy and regulatory matters. This axis has
interim relief or obtaining a favourable hearing. This enables assumed increasing importance in the courts in recent years,
us to co-ordinate litigation and settlement strategies to particularly when dealing with Supplementary Protection
achieve the right outcome for our clients. Certificates, Paediatric Extensions and matters relating to
data exclusivity.

Chinese companies of the Beijing Genomics A global pharmaceutical and healthcare company
Institute (BGI) group On advising and representing the company in enforcing and
The main challenger in the field of genetic sequencing, defending validity of their SPC covering Losartan against
regarding a dispute against the market leader, Illumina generics of Losartan + HCTZ. This case was a premiere in
Cambridge. The patents at stake involve extremely complex Europe raising the issue of interpretation of Articles 4 and 5
DNA sequencing technology, including machines, reagents of the SPC Regulation on the scope of protection of SPCs
and nucleotides. and paediatric extensions.

 fizer
P Abbott
In enforcing its second medical use patent for its blockbuster, In a number of patent disputes relating to vascular stents
Lyrica (pregabalin), against Actavis and a large number of in France, part of an international battle against Evysio
generic companies in the UK, France and Germany. and Medtronic with related cases in the U.S., the UK,
Germany, Ireland and the Netherlands, including obtaining a
declaratory judgment of noninfringement in France (a route
Novartis rarely used there).
On a multi-jurisdictional biotechnological patent dispute
(against MedImmune, part of Astra Zeneca) relating to
the blockbuster drug Lucentis. This involved detailed Abbott
understanding of molecular biology, antibody engineering On obtaining the first preliminary injunction in a patent
and phage display screening technology. infringement case in the history of the Beijing courts.

Novartis Ambu
On a case where we obtained, in less than 3 days, a On its pan-European strategy and advice in relation to
preliminary injunction against Sanofi’s generic, which parallel national patent infringement and nullity actions in
was launched three weeks before the expiry of Novartis’ connection with its market-leading medical device
supplementary protection certificate. This case was a (laryngeal masks).
premiere in France where an injunction was ordered on an
ex-parte basis, prohibiting the marketing of Sanofi’s generic
products in 24 hours. The ex-parte order was confirmed inter
partes upon appeal of Sanofi in 48 hours.



12 Our Life Sciences and Healthcare sector focus | 2022

“They have outstanding communication.”
Chambers Global 2021 (Life Sciences: Europe-wide)

A global pharmaceutical company Angiotech Pharmaceuticals

On its market leading reference to the CJEU on an SPC for On enforcement issues relating to its patent portfolio in Europe.
a combination product.

Beckman
 global healthcare company
A In a patent infringement dispute with Oxford Gene
On global surveys and conclusions on patent erosion Technology over nucleotide chip devices, including an
in emerging markets and on criminal offences for appeal to the English Court of Appeal.
patent infringement.

Biomet
A global pharmaceutical and healthcare company On numerous cases in relation to patents covering prosthesis.
In an infringement action against Teva who launched its
generic before the expiry of the company’s supplementary
protection certificate. Degussa
In a dispute with Novus regarding the bio-efficacy of natural
methionine versus synthetic methionine.
Novartis
On obtaining a preliminary injunction against off-label use
that infringes Novartis’ patent by a generic company in Electro Medical Systems and Ferton
Beijing. This was the first preliminary injunction of this kind In several patent litigation cases in relation to technology
in China. covering dental cleaning devices and medical instruments for
treating biological tissue.

Novartis
As exclusive licensee of Genentech’s patent, we advised in Guerbet
relation to patent revocation and DNI proceedings brought In a dispute concerning patents covering medical devices.
by Regeneron/Bayer to clear a path for “Eyelea” in the UK,
France, Germany and Italy. We worked with Genentech’s
legal counsel on case strategy, with a successful outcome for Haselmeier
Genentech and Novartis both at first instance and on appeal.
In nullity and appellate proceedings initiated by Novo Nordisk.

Pfizer
Inverness Medical
In an action brought by Actavis in the UK to revoke Pfizer’s
On the cross-border enforcement of its patented rapid
patent protecting its extended-release formulation of
immunoassay technology.
pramipexole – a treatment for Parkinson’s disease.
We successfully obtained the key strategic objective of the
case by obtaining a stay of the English proceedings pending
KCI
the EPO Opposition. This has maintained the status quo
across Europe pending the outcome of the EPO Opposition. In a patent licence dispute against Dr. William Fleischmann
regarding patents in the area of medical devices for use in the
field of wound care, tissue repair and tissue engineering.
Regeneron Pharmaceuticals
On its global patent enforcement strategy. This includes A global pharmaceutical and healthcare company
initiating patent infringement proceedings in the UK (against
Advice and representation on nullity actions against the
Kymab and Novo Nordisk) and in the Netherlands (against M
company’s patent covering dosage regimen. This case was
erus) as well as assisting in the coordination of the global case
raised for the first time before the French Courts on the issue
(which includes litigation in New York and patent opposition
of patentability of dosage regime claims.
proceedings at the European Patent Office (EPO) in Munich).

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 Novozymes A global pharmaceutical and healthcare company
In a patent infringement dispute against Danisco in relation On an English High Court patent action against Genentech
to enzymes for the production of second generation biofuels. to achieve freedom to operate and commerical certainty in
relation to the healthcare company’s anti-IL-17 antibody,
Taltz, in five countries.
Purac Biochem
On patent infringement proceedings in the field of
biodegradable polymers used for pharmaceutical purposes. A multinational genomics company
On a dispute with a major patent portfolio owner relating to
integrated systems for the analysis of genetic variation and
Pfizer
function. The dispute arises from the patentee’s attempts to
On the validity of its paediatric extension to its Supplementary seek licence fees in relation to a patent pool that it is party
Protection Certificate (SPC) for the world’s largest to with another major player in genetic sequencing. We have
pharmaceutical, Lipitor, in the UK and across Europe, been advising our client on strategy for defending these
in response to a challenge from Dr Reddy’s.
claims on a pan-European basis, as well as in Asia.

14 Our Life Sciences and Healthcare sector focus | 2022

Regulatory
We have diverse experience of providing regulatory compliance counselling to clients in the
life sciences and healthcare industry and we advise on regulatory matters in a wide range of
contexts, including patent litigation and due diligence as part of M&A or other commercial
transactions. We advise on issues including clinical trials, product approval, marketing and
advertising, internet and social media issues, data protection, product recalls, price and
reimbursement issues, data-exclusivity, fraud and anti-corruption.

Novartis Leo Pharma

In proceedings before the Conseil d’Etat (the highest A developer and manufacturer of dermatologic and
administrative Court in France) with regard to the regulatory thrombotic drugs, on the regulatory aspects of web-based
registration process of one of its pipeline products. patient support programmes under Belgian law.

 he French Pharmaceutical Trade Association (LEEM)

T GE Healthcare
On various regulatory and IP issues. On the issue whether “medical devices” can be exempted
from complying with the revised EU “restriction in hazardous

substances” (“RoHS2”) Directive, as they qualify as Large
Thrombogenics Scale Fixed Installations (“LSFI”).
On legal issues relating to clinical trials.

Millennium Pharmaceutical
 CB Pharma
U On regulatory aspects for the supply agreement of certain
On a potential contractual dispute and the possibility of pharmaceutical products in Italy.
invoking the “not” exception for (pre)clinical trials.

Novartis
A global healthcare company On a global technology agreement with Cegedim Relationship
On regulatory, warehousing and distribution issues relating to Management, for the processing of data Novartis is required
their operations in Slovakia. to collect and submit regarding certain payments and items
of value given to physicians and teaching hospitals under the
Physician Payments Sunshine Act.
A global pharmaceutical and healthcare company
On various employment law issues and regulatory, Crucell Holland
advertising and compliance issues relating to new
A subsidiary of Janssen Pharmaceutica, on the contracts for
pharamceutical legislation in Slovakia.
the European Commission’s IMI 2 grant that it has received
 for developing an Ebola vaccine.
Synthes
On the compliance and enforceability under Belgian law of Reckitt Benckiser
its corporate policies on relationships with doctors; also on
In relation to proceedings commenced by the ACCC in the
regulatory, advertising and compliance issues relating
Federal Court of Australia.
to medical devices.

 fizer
P
On the reimbursement and distribution of vaccines.

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 Dispute resolution/arbitration
We have extensive experience of advising on commercial and contract disputes.
In addition, we are seen as experts in advising board members and senior-level
executives in relation to corporate risk management. We actively pursue alternative
avenues of dispute resolution and advise on choosing the method most appropriate
to our clients and the requirements of a particular matter. We have significant
experience of mediation, arbitration and negotiation across our global network.

A leading international pharmaceutical company  ovartis Pharmaceuticals Hong Kong/Honbase Trading

N
In an internal investigation concerning alleged conflicts of On an ICC arbitration in Hong Kong under Dutch law regarding
interest and potential bribery by its procurement department the alleged unlawful termination of a distribution relationship.
in a private tender process.

Novartis Vaccines and Diagnostics

An Australian medical research company In a product liability case concerning the purchase of
On a sophisticated business email compromise fraud, of defective syringes and on litigation matters related to
which it was the victim. We commenced immediate civil public procurement issues.
recovery action and successfully obtained proprietary and
Mareva injunctions against the fraudsters in the High Court
of Hong Kong, as well as advised the client on litigation  t. Jude Medical Japan
S
strategy and the relevant disclosure to the public regarding In proceedings against the trustees and certain hedge fund
the fraud. The client obtained full recovery of all monies investors in the bankruptcy of Jomed in three instances
known to remain within Hong Kong. regarding a claim under a Convertible Loan Agreement,
which the trustees and the hedge funds argued to be void.

A pharmaceutical company
On a criminal complaint by a former manager who was  .S. contract manufacturer
U
dismissed as a consequence of a whistle-blowing procedure. On an ICC arbitration over misappropriation of
patented technology and know-how and breach
of confidentiality undertakings.
IQVIA
An American multinational company serving the combined
industries of health information technology and clinical  t. Jude Medical
S
research, in relation to a post M&A dispute before the Paris In several product liability matters including against multiple
commercial court. claims following a product recall of the Riata lead (a lead
which connects an implantable cardioverter defibrillator
(ICD) to the heart in order to monitor heart rhythms).
Biomet

In several dozen product liability cases in France and the
Netherlands including a product liability claim from a patient A manufacturer of medical devices
for a broken reamer and a potential counterclaim against the On litigation relating to the termination of a distribution
hospital regarding techniques used during the operation. agreement/refusal to sell.

 oya Surgical Optics

H A life sciences client
In a contractual and trademark litigation against a former On potential investment treaty claim against Hungary as
distributor concerning medical devices for implanting a result of various changes to pharmaceutical regulations
intraocular lenses. and taxation.

16 Our Life Sciences and Healthcare sector focus | 2022

Equity and debt financing
We advise on some of the most complex and high-profile Our Debt Financing practice is widely recognised as the
equity and debt offerings. Our experience with companies market leader across a variety of sectors including life
operating, listing or offering securities in multiple jurisdictions sciences and healthcare. Our knowledge of advising
means that our clients benefit from integrated U.S. and domestic and international borrowers and financiers means
English law capability. Our lawyers can advise on the full that we can advise on all types of financing transactions.
spectrum of equity and equity-linked instruments, including We have unrivalled experience advising a wide range of
secondary offerings, rights issues, quick-to-market participants in the loans market involved in bank financings
transactions and block trades, as well as convertible and and international capital markets transactions. Our Debt
exchangeable bond issues. Financing practice continues to be ranked top tier in all
the latest editions of the leading legal directories, including
Chambers UK, Legal 500 and IFLR1000.

Guosen Securities and CCB International Celyad

As joint sponsors to the global offering and listing of Formerly Cardio3 BioSciences, a leader in the discovery and
Immunotech Biopharm on the Hong Kong Stock Exchange. development of cell therapies, we advised in its EUR23m
IPO on Euronext Brussels and Paris and on the EU aspects
of its USD100.1m IPO on NASDAQ and on its EUR32m
ThromboGenics pre-round private placement with investors in the United States
On its EUR78m private placement with accelerated book and Europe.
building with domestic and international investors and
qualified institutional buyers in the U.S. and the
listing of the new shares on NYSE Euronext Brussels.  he mandated lead arrangers
T
On a refinancing for the Euromedic group, under which the
existing senior and mezzanine facilities made available to the
 resenius Medical Care
F group were refinanced on the disposal of the group’s
On multiple financings, including the fully syndicated dialysis business.
EUR3.1bn financing for its unsuccessful June 2012 bid to
acquire German hospital operator Rhoen-Klinikum.
Circassia Pharmaceuticals

On its GBP580m IPO and admission to both the premium
Vernalis listing segment of the Official List and to trading on the LSE.
On its GBP30.3m placing and open offer on the London Stock
Exchange (LSE) and subsequent GBP42.7m capital increase.
 global financial institution
A
On the capital increase of MorphoSys raising gross proceeds
 CS
U of approximately EUR84m in a private placement via an
On the financing of Actavis’ bid for Pilva, the generic accelerated book building procedure.
drug producer.

NMC Health
The arrangers On its IPO on the LSE. This was the first premium listing of
On the debt financing supporting KKR, Bain Capital and an Abu Dhabi company on the LSE.
Merrill Lynch Global Private Equity’s USD33bn acquisition
of HCA (a hospital operator in the U.S.).
Société Générale
On the credit revolving facility for Ipsen.
A British multinational banking and financial
services company
As mandated lead arranger on the USD650m acquisition
financing of U.S.-based Decision Resources Group by
Piramal Healthcare of India.
allenovery.com 17
 Restructuring
Our presence in the restructuring market is truly international. Restructuring advice comprises not only debt restructuring
Fielding one of the largest international teams, we are known but also corporate restructuring including employment.
as one of the few practices with the ability to advise on Our global Employment group is a market-leading practice
extremely complex cross-border transactions. We aim to with expertise of local and global issues for both advisory
bring pioneering ideas to our clients’ transactions, advising and corporate transactional work. We possess extensive
on every single part of the capital structure. This is important experience in wide programmes of change management,
as restructurings become more and more multi-faceted, including reorganisations and collective lay-offs, as well as
demanding wide market experience, deep knowledge of the specific expertise in HR constraints and ramifications in
sector and specialist legal knowledge. Restructurings within merger and acquisition situations.
the life sciences and healthcare sector require a specific
sense of the challenges related to this regulated context.

Covidien  inetic Concepts (KCI)

K
On its multi-billion dollar multi-jurisdictional group On its international reorganisation covering multiple jurisdictions.
reorganisation and spin-off to its shareholders of its
pharmaceuticals business under a new holding company
named Mallinckrodt. MBIA Assurance
In connection with the successful restructuring of the
Craegmoor group. Craegmoor is a market leader in the
USP Hospitales provision of specialist care for adults, children and older people.
Advised the facility agent and the lenders on restructuring of

USP Hospitales.
The steering committee banks of Merckle Group
In connection with the restructuring of Merckle Group and
 CI Europe
K the sale of Merckle-Ratiopharm to Teva Pharmaceuticals,
On the design and co-ordination of its restructuring. including the subsequent distribution of proceeds, and the
comprehensive restructuring of the Phoenix pharmaceutical

wholesale business.
OCMW/ZNA (Hospital Network Antwerp)
The sixth biggest hospital entity in Europe, on all legal
aspects of a major restructuring and partial privatisation, Navis
and subsequently on: the legal aspects of all hospital- On the purchasing of a 65% interest in OPV Pharmaceuticals,
strategic matters, including employment, policies with a Vietnamese generic drug manufacturer. This involved a
regard to doctors, industrial relations, procurement, pre-completion restructuring by the seller and the back-to-back
cooperations, government relations, tax optimisation, etc. exit of previous investors in the target and joint venture
arrangements at the holding company level.

 our Seasons Health Care Group

F
Advised Servicer and Special Servicer of the Four Seasons “The entire team has been
Whole Loan (the senior facilities) and related security,
in connection with the GBP1.75bn restructuring of the extraordinarily responsive to every
Four Seasons Health Care Group. The first restructuring
concluded after 18 months of negotiation and documentation request. There is a high degree of
and involved implementation in six other jurisdictions involving
11 tranches of debt. The first restructuring was the first
business acumen combined with
European CMBS whole loan serviced deal to be restructured
and one of the biggest restructurings completed in the UK
legal expertise that is difficult
in 2009. to be found otherwise in that
specific combination…”
The Legal 500 2021 (Life Sciences and Healthcare)

18 Our Life Sciences and Healthcare sector focus | 2022

Key contacts
Belgium

Laëtitia Bénard Jim Ford Dirk Arts Geert Glas

Partner – IP Partner – IP/Commercial Partner – Competition Senior Counsel – IP
Tel +33 1 40 06 50 33 Tel +44 20 3088 4797 Tel +32 2 780 2924 Tel +32 2 780 2560
[email protected] [email protected] [email protected] [email protected]

Belgium France Germany

Charles Pommiès Jean-Claude Rivalland Charles Tuffreau Hartmut Krause

Counsel – Antitrust Partner – Corporate Counsel – IP Partner – Corporate
Tel +32 2 780 2936 Tel +33 1 40 06 53 02 Tel +33 1 40 06 51 43 Tel +49 89 71043 5782
[email protected] [email protected] [email protected] [email protected]

Germany Netherlands

Stephan Neuhaus Alexander Veith Eda Zhuleku Christiaan De Brauw

Partner – Litigation, IP Partner – Corporate Counsel – Corporate Partner – Corporate
Tel +49 211 2806 7130 Tel +49 89 71043 3120 Tel +49 89 71043 3125 Tel +31 20 674 1298
[email protected] [email protected] [email protected] [email protected]

allenovery.com 19
 Netherlands Poland UK

Frits Gerritzen Sophie Roozendaal Krystyna Matthew Appleton

Partner – Litigation Partner – Corporate Szczepanowska-Kozłowska Partner – Corporate
Tel +31 20 674 1709 Tel +31 20 674 1657 Partner – Corporate Tel +44 20 3088 3340
[email protected] [email protected] Tel +48 22 820 6176 [email protected]
[email protected]

UK Middle East

Marjan Noor Kristina Nordlander Rafi Allos Tom Butcher

Partner – Litigation, IP Partner – Corporate Senior Associate – Litigation, IP Partner – Corporate
Tel +44 20 3088 2554 Tel +44 20 3088 1280 Tel +44 20 3088 2164 Tel +971 4 418 0414
[email protected] [email protected] [email protected] [email protected]

Australia Hong Kong

Peter McDonald Eugene Chen Victor Ho Will McAuliffe

Partner – Corporate Registered Foreign Lawyer Registered Foreign Lawyer Partner – Corporate
Tel +61 2 9373 7582 (California) – Hong Kong (California) – Hong Kong Tel +852 2974 7119
[email protected] Tel +852 2974 7248 Tel +852 2974 7288 [email protected]
[email protected] [email protected]

20 Our Life Sciences and Healthcare sector focus | 2022

Hong Kong China Japan U.S.

François Renard Jack Wang Tokutaka Ito John Bennett

Partner – Antitrust Partner – Corporate Partner – Corporate Partner - Litigation IP
Tel +852 2974 7110 Tel +86 21 2036 7009 Tel +813 6438 5046 Tel +1 857 353 4504
[email protected] [email protected] [email protected] [email protected]

U.S.

Paul Burns Elizabeth Holland Bill James Elaine Johnston

Partner – Corporate Partner - Litigation IP Partner - Litigation IP Partner – Competition, IP
Tel +1 212 756 1174 Tel +1 212 610 6365 Tel +1 202 683 3895 Tel +1 212 610 6388
[email protected] [email protected] [email protected] [email protected]

U.S.

Daniel Margolis Nick Mitrokostas Sapna Palla Eric Shube

Partner – Litigation IP Partner – Litigation IP Partner – Litigation, IP Partner – Corporate
Tel +1 212 610 6375 Tel +1 857 353 4503 Tel +1 212 610 6389 Tel +1 212 610 6366
[email protected] [email protected] [email protected] [email protected]

allenovery.com 21
22 Our Life Sciences and Healthcare sector focus | 2022
allenovery.com 23
Global presence

Allen & Overy is an international legal practice with approximately 5,600 people, including some 580 partners, working in more than
40 offices worldwide. A current list of Allen & Overy offices is available at www.allenovery.com/global_coverage.

Allen & Overy means Allen & Overy LLP and/or its affiliated undertakings. Allen & Overy LLP is a limited liability partnership registered
in England and Wales with registered number OC306763. Allen & Overy (Holdings) Limited is a limited company registered in England
and Wales with registered number 07462870. Allen & Overy LLP and Allen & Overy (Holdings) Limited are authorised and regulated
by the Solicitors Regulation Authority of England and Wales.

The term partner is used to refer to a member of Allen & Overy LLP or a director of Allen & Overy (Holdings) Limited or, in either case,
an employee or consultant with equivalent standing and qualifications or an individual with equivalent status in one of Allen & Overy LLP’s
affiliated undertakings. A list of the members of Allen & Overy LLP and of the non-members who are designated as partners, and a list of
the directors of Allen & Overy (Holdings) Limited, is open to inspection at our registered office at One Bishops Square, London E1 6AD.
GB
© Allen & Overy LLP 2022. This document is for general information purposes only and is not intended to provide legal or other professional advice. CS2109_CDD-65812_ADD-100036