Deals & Corporate Governance

  • November 04, 2025

    Defining The 'Superior' Bid In Pfizer-Novo Legal Battle

    Pfizer and Novo Nordisk's bidding war and legal fight over obesity biotech company Metsera is raising questions around what legally constitutes a better deal when two companies are hell-bent on the same target.

  • November 04, 2025

    Pfizer Can't Freeze $9B Weight-Loss Drug Fight For Now

    A Delaware vice chancellor on Tuesday declined for the moment Pfizer Inc.'s emergency request to put Novo Nordisk's $9 billion bid for Metsera Inc. on hold, saying the time isn't yet at hand for the court's intervention in a fight for control of the developer of GLP-1 weight-loss drugs.

  • November 04, 2025

    Blackstone Injecting $700M Into Merck Cancer Therapy

    Merck & Co. said Tuesday it will receive $700 million from Blackstone Life Sciences to help fund development of sacituzumab tirumotecan, an experimental antibody-drug conjugate targeting TROP2, a protein found on many cancer cells.

  • November 03, 2025

    Biotech Co. Agrees To Reforms After Co-Founder's Conviction

    Executives of the company formerly known as Enochian BioSciences Inc. have agreed to implement a series of corporate reforms to end shareholder derivative claims that they breached their fiduciary duty when a company co-founder it hailed as a "genius" was accused of both a murder-for-hire plot and falsifying research data.

  • November 03, 2025

    DOJ Taps Hall Render Atty As UnitedHealth Merger Monitor

    The U.S. Department of Justice asked a Maryland federal judge Monday to appoint a Hall Render Killian Heath & Lyman PC shareholder as compliance monitor as part of the settlement allowing UnitedHealth Group's merger with Amedisys.

  • November 03, 2025

    Bernstein Litowitz, Robbins Geller To Lead $8.9B Class Action

    The Delaware Chancery Court has tapped Bernstein Litowitz Berger & Grossmann LLP and Robbins Geller Rudman & Dowd LLP to lead stockholder litigation over an $8.9 billion take-private deal, citing the firms' alignment with institutional investors holding the largest stake.

  • November 03, 2025

    4 Firms Guide $48.7B Kimberly-Clark Deal For Kenvue

    Huggies maker Kimberly-Clark Corp. announced Monday it will acquire Tylenol parent company Kenvue at an enterprise value of approximately $48.7 billion, with four firms steering the transaction. 

  • October 31, 2025

    Ga. Panel Says McClain Standard Applies In Sterigenics Case

    The Georgia Court of Appeals on Friday vacated a trial court's decision in eight toxic tort bellwether suits claiming harmful emissions from a Sterigenics sterilization plant caused cancer and birth defects, saying the trial court used the wrong legal standard regarding expert testimony in toxic tort cases.

  • October 31, 2025

    Obesity Drugmaker Escapes Clinical Trial Securities Suit

    Biopharmaceutical company BioAge Labs Inc. has, for now, escaped a suit alleging investors were hurt by plummeting share prices after the company unexpectedly halted a clinical trial for a weight loss drug, saying that the investors failed to plausibly show the company did not properly disclose risks to the trial.

  • October 31, 2025

    Ga. Panel Backs Ambulance Co.'s Trial Win In Death Suit

    A Georgia appellate panel on Thursday backed an ambulance company's defense verdict in a wrongful death lawsuit, ruling that a man suing the company for negligence in transporting his mother to a hospital "cannot show harm" by a trial court's decision to limit his expert's testimony.

  • October 31, 2025

    NC Attorney General, HCA Duel Over Merger Commitments

    The North Carolina Attorney General's Office and HCA Healthcare have offered competing interpretations of a 2019 merger agreement in their efforts to secure a pretrial win in the state's compliance case involving the purchase of an Asheville hospital system.

  • October 30, 2025

    Fed. Circ. Explains Rule While Upholding Merck PTAB Loss

    The Federal Circuit sided with generics makers Thursday and upheld the Patent Trial and Appeal Board's invalidation of claims in two Merck KGaA patents on the blockbuster multiple sclerosis drug Mavenclad, while clarifying how to treat invalidity arguments that involve overlapping inventors.

  • October 30, 2025

    Takeda Fails In Bid To Avoid IBS Drug Antitrust Trial

    A Massachusetts federal judge has teed up Takeda Pharmaceutical for trial next year on claims from health insurers, self-insured employers, retailers and wholesalers accusing it of paying Par Pharmaceuticals to delay generic competition to anticonstipation drug Amitiza, rejecting competing motions from the drugmaker and plaintiffs for early wins.

  • October 29, 2025

    PE-Backed Medical Supplies Giant Medline Files For IPO

    Private equity-backed medical supplies giant Medline has filed for its long-awaited initial public offering, eyeing a return to public markets four years after being taken private through a large buyout. 

  • October 28, 2025

    This Week's Healthcare Earnings: HCA, Roche, And More

    A handful of pharma companies and a slew of health systems released their financial reports this quarter in recent days, kicking off the first major week of earnings for the quarter.

  • October 28, 2025

    MAHA, Telehealth And Deals: The Forecast From HLTH

    With the close of the annual HLTH conference in Las Vegas, Law360 Healthcare Authority talked with healthcare lawyers and business leaders about this year's big themes and what they see coming for a fast-changing industry.

  • October 28, 2025

    Ex-Philips CEO Can't Undo Finding He Misled Shareholders

    A Brooklyn federal judge will not reverse a finding that a former CEO of health technology company Koninklijke Philips NV misled shareholders about the safety and compliance of a subsidiary's sleep and respiratory care products.

  • October 27, 2025

    Moderna Says Vax Efficacy Math Doesn't Show Investor Fraud

    An investor in vaccine giant Moderna Inc. has failed to show that the company misrepresented the efficacy of its RSV vaccine by pointing out that the U.S. Food and Drug Administration later recalculated the vaccine's efficacy, the company said in an effort to slip a proposed investor class action.

  • October 27, 2025

    Catching Up With Delaware's Chancery Court

    The Delaware Chancery Court and Delaware Supreme Court saw another busy week of disputes spanning biotech milestones, reincorporation showdowns, shareholder voting schemes and cryptocurrency fiduciary rights.

  • October 24, 2025

    Taxation With Representation: Latham, Wachtell, Gibson Dunn

    In this week's Taxation With Representation, Meta announces a joint venture with Blue Owl Capital to fund the development of a data center campus in Louisiana, private equity giants acquire medical technology company Hologic Inc., and National Fuel Gas Co. buys CenterPoint Energy Inc.'s Ohio natural gas utility business.

  • October 23, 2025

    McGuireWoods Asks NC Justices To Stay Defamation Case

    McGuireWoods LLP and a former partner are asking North Carolina's highest court to halt a defamation case over statements made in connection with an investigation into the former CEO of a managed care organization, saying they risk permanently losing their immunity defense if the suit is allowed to move forward.

  • October 22, 2025

    Bristol-Myers $450M Payment Dispute Heads To Arbitration

    A judge sitting for Delaware's Court of Chancery has sent to arbitration allegations from shareholders of a small biotechnology company acquired by Bristol-Myers Squibb that the pharmaceutical giant used trickery to avoid paying up to $450 million in milestone payments.

  • October 22, 2025

    5 Firms Guide $2.1B Alkermes-Avadel Sleep Medicine Deal

    Dublin-based Alkermes PLC has agreed to buy Avadel Pharmaceuticals PLC, a fellow Irish drugmaker focused on sleep medicine, in an all-cash deal valuing Avadel at about $2.1 billion, the companies said on Wednesday. 

  • October 22, 2025

    NC Biz Court Bulletin: COVID Coverage, A Suspect Signature

    The North Carolina Business Court has rounded the corner into fall with insurance disputes over COVID-19 coverage at a chain of outlet malls and the theft of over $900,000 in legal THC reportedly stolen from a warehouse in the Southwest.

  • October 22, 2025

    Winstead Real Estate Co-Chair Talks Healthcare Dealmaking

    Healthcare real estate transactions have evolved in recent years, as hospital systems increasingly see selling their real estate as a way to raise funds, and as the delivery model for healthcare shifts to a retail model.

Expert Analysis

  • How And Why Your Firm Should Implement Fixed-Fee Billing

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    Amid rising burnout in the legal industry and client efforts to curtail spending, pivoting to a fixed-fee billing model may improve client-attorney relationships and offer lawyers financial, logistical and stress relief — while still maintaining profit margins, say Kevin Henderson and Eric Pacifici at SMB Law Group.

  • A Guide For Landlords Pivoting To Medical Office Buildings

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    The current commercial real estate landscape presents a unique opportunity for landlords, real estate developers and investors to accommodate the growing health care industry's need for office buildings, though proper navigation of complex regulations and leasing concerns is necessary, says Mehdi Sinaki at Michelman & Robinson.

  • Unpacking OMB's Proposed Uniform Guidance Rewrite

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    Affected organizations, including state and local governments, should carefully review the Office of Management and Budget's proposed overhaul of uniform rules for administering over $1 trillion in federal funding distributed each year, and take the opportunity to submit comments before the December deadline, says Dismas Locaria at Venable.

  • Judicial Independence Needs Defense Amid Political Threats

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    Amid recent and historic challenges to the judiciary from political forces, safeguarding judicial independence and maintaining the integrity of the legal system is increasingly urgent, says Robert Peck at the Center for Constitutional Litigation.

  • FDI Considerations For UK Venture Capital Transactions

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    With the U.K. National Security and Investment Act highlighting foreign direct investment matters for venture capital transactions, investors dealing with companies connected to the U.K. should be alive to how the act's requirements can affect deal timelines, structures and terms, say lawyers at Covington.

  • How Law Firms Can Use Account-Based Marketing Strategies

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    Amid several evolving legal industry trends, account-based marketing can help law firms uncover additional revenue-generating opportunities with existing clients, with key considerations ranging from data analytics to relationship building, say Jennifer Ramsey at stage LLC and consultant Gina Sponzilli.

  • A Reminder For Drug Cos. To Confirm Orange Book Listings

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    A recent policy statement from the Federal Trade Commission highlights the legal danger that pharmaceutical companies can face for improperly listing patents in the U.S. Food and Drug Administration's Orange Book, which is also an issue in the context of Hatch-Waxman litigation, say attorneys at Kirkland.

  • Strategic Succession Planning At Law Firms Is Crucial

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    Senior partners' reluctance to retire, the rise of the nonequity partner tier and generational differences in expectations are all contributing to an increasing number of departures from BigLaw, making it imperative for firms to encourage retirement among senior ranks and provide clearer leadership pathways to junior attorneys, says Laura Leopard at Leopard Solutions.

  • FTC's Health Co. Suit Indicates Agency's Private Equity Focus

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    The Federal Trade Commission's latest lawsuit against an anesthesia company and its private equity investor highlights the agency's willingness to regulate the health care industry even when relevant acquisitions are relatively dated or when the controlling entity's economic interest is under 50%, say attorneys at Simpson Thacher.

  • Top 4 Antitrust Enforcement Issues In Health Care Today

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    The Federal Trade Commission's recent lawsuit against U.S. Anesthesia Partners exemplifies antitrust enforcement authorities' efforts to aggressively reshape the health care industry, ranging from new proposed rules to withdrawals of previous guidance, say attorneys at Fried Frank.

  • Calif. Climate Disclosure Bills Promise Challenges For Cos.

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    Two novel climate disclosure bills recently passed by the California Legislature will pose challenges for many businesses — especially private companies that are less familiar with climate-related reporting obligations — and will require investments of significant time and effort in processes, procedures and personnel, say John Rousakis and Chris Bowman at O'Melveny.

  • Maximizing Law Firm Profitability In Uncertain Times

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    As threats of an economic downturn loom, firms can boost profits by embracing the power of bottom-line management and creating an ecosystem where strategic financial oversight and robust timekeeping practices meet evolved client relations, says Shireen Hilal at Maior Strategic Consulting.

  • 7 Common Compliance Pitfalls For Multistate Pharmacies

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    In light of a California bill recently introduced to prevent medication errors at understaffed chain pharmacies — which could add yet another regulatory hurdle for certain establishments operating across the U.S. — pharmacies operating in multistate capacities must proactively mitigate operational risks, say attorneys at Troutman Pepper.