Article originally published in PLC Life Sciences Handbook 2012

M&A in the life sciences sector has remained robust, driven by factors such as:

  • „„ The need to replenish shrinking product pipelines.
  • „„ The need to maintain revenues as patents on top-selling
  • products expire.
  • „„ The strategic diversification of business lines.
  • „„ Expansion into emerging markets.

Unique features of research, development and commercialisation of products and technologies in the life sciences sector give rise to a multitude of issues across a broad range of legal and commercial fields. Therefore, it is essential for life sciences M&A teams to include counsel who are experienced in identifying and resolving sector-specific issues across a range of practice areas. This will ensure smooth implementation of the commercial deal.

This article illustrates how a complex and evolving legal and regulatory environment gives rise to unique challenges for those engaged in European M&A in the life sciences sector, by analysing a hypothetical M&A. In particular, it examines:

  • „„ A life sciences M&A case study.
  • „„ Due diligence and its impact.
  • „„ Intellectual property issues.
  • „„ Structuring the deal.
  • „„ European competition laws.
  • „„ Anti-corruption laws.
  • „„ Employment issues.
  • „„ Tax issues.

Read the complete article here

Tags: Anti-corruption, Competition, Corporate, Employment, M&A, Merger Control, Tax
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Photo of Daniel Pavin Daniel Pavin

Daniel Pavin advises clients on a wide range of transactions involving intellectual property, technology and data.

He has extensive experience advising pharmaceutical, biotechnology, medical device and technology companies in connection with licensing, collaborations and other strategic agreements. He also advises clients in connection…

Daniel Pavin advises clients on a wide range of transactions involving intellectual property, technology and data.

He has extensive experience advising pharmaceutical, biotechnology, medical device and technology companies in connection with licensing, collaborations and other strategic agreements. He also advises clients in connection with investments, fundraisings and M&A.

Daniel has a particular focus on digital transformation in the life sciences and healthcare sectors, including digital health transactions, and data-driven and AI drug discovery and development projects.

Daniel is one of the leaders of Covington’s global, multidisciplinary Digital Health Initiative, which brings together the firm’s considerable resources across the broad array of legal, regulatory, commercial, and policy issues relating to the development and exploitation of digital health products and services.

Chambers UK notes, “Daniel Pavin has very strong legal and commercial acumen.” “Daniel Pavin is very knowledgeable about life sciences and the data and digital areas. He sits where tech and life sciences come together.” “He is incredibly knowledgeable. He is very inclusive and happy to draw colleagues into conversations.”

Prior to his legal career, Daniel worked as a computer programmer, developing microscope image processing software. He is the co-inventor of a patented invention in the field of social network analytics.

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Photo of James Halstead James Halstead

James Halstead is a managing partner of Covington’s London office and a member of the Corporate Practice.

He is recognised by his clients for his expertise in handling complex transactions. His clients include international pharmaceutical and tech companies, as well as leading venture…

James Halstead is a managing partner of Covington’s London office and a member of the Corporate Practice.

He is recognised by his clients for his expertise in handling complex transactions. His clients include international pharmaceutical and tech companies, as well as leading venture and growth capital investment funds active in these sectors together with their portfolio companies. His practice is focused on transactions concerning the development of, and realization of value in, new technologies. He has substantive experience in sell and buy-side M&A transactions and regularly advises on fund raisings. James also advises on commercial transactions including technology transfers, intellectual property pipeline arrangements, licensing and joint ventures.

According to Chambers UK, “James Halstead is very adaptable and works on both the corporate equity side and life sciences licensing.” 

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Photo of Robin Blaney Robin Blaney

Robin Blaney is a partner in the firm’s Life Sciences practice.  He advises pharmaceutical, biotechnology, medical device and cosmetic manufacturers and trade associations on a wide range of regulatory, compliance, transactional and legislative matters, as well as the full range of commercial agreements…

Robin Blaney is a partner in the firm’s Life Sciences practice.  He advises pharmaceutical, biotechnology, medical device and cosmetic manufacturers and trade associations on a wide range of regulatory, compliance, transactional and legislative matters, as well as the full range of commercial agreements that span the product life-cycle in the life sciences sector.  His expertise includes clinical trial agreements, manufacturing and supply agreements, distribution and other marketing agreements, regulatory services agreements, and tenders.  He has particular experience structuring and documenting EU pharmaceutical distribution arrangements and transitional arrangements relating to product acquisitions.  Robin writes and speaks regularly on subjects such as medical device regulation, pharmacovigilance and clinical trials.

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Photo of Chris Bracebridge Chris Bracebridge

Chris Bracebridge specialises in advising multinational employers on international employment and global mobility matters, including complex transactional issues and senior employee retention and termination arrangements. He co-heads a Global Workforce Solutions team providing the employment, benefits, tax and immigration advice required in these…

Chris Bracebridge specialises in advising multinational employers on international employment and global mobility matters, including complex transactional issues and senior employee retention and termination arrangements. He co-heads a Global Workforce Solutions team providing the employment, benefits, tax and immigration advice required in these complex situations. A keen advocate for increasing the diversity of the legal profession, Chris also leads the London office’s diversity, equity, and inclusion efforts.

Chris’ UK domestic practice comprises contentious, commercial and advisory employment experience. He advises on the HR aspects of company and business acquisitions and disposals, and outsourcing transactions, represents major employers in dismissal, discrimination, and whistle-blowing cases, and advises corporate clients on the full range of day-to-day employment issues (in particular, listed company executive departures), as well as data privacy and pensions matters.

Covington’s Employment team was shortlisted for three UK national awards in 2014/2015. Mr. Bracebridge was shortlisted for Assistant Solicitor of the Year 2009 by The Lawyer magazine. He has gained valuable in-house experience whilst on secondment to two global financial institutions – a major U.S. investment bank and a leading UK bank.

Chris regularly trains and presents to clients and external organizations and writes articles for both the legal press and client publications. He has spoken at events and conferences in the UK, U.S., and Europe on a range of issues such as global mobility, executive departures, redundancy, gender pay gap reporting, data protection and transfers of undertakings.

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Photo of Guy Dingley Guy Dingley

Guy Dingley is a partner in Covington’s London office, concentrating on taxation and employee benefits, with a particular emphasis on corporate taxation and value added tax, taxation of investment funds, global mobility, and the establishment of incentive arrangements.

Guy’s practice encompasses corporate and…

Guy Dingley is a partner in Covington’s London office, concentrating on taxation and employee benefits, with a particular emphasis on corporate taxation and value added tax, taxation of investment funds, global mobility, and the establishment of incentive arrangements.

Guy’s practice encompasses corporate and business acquisitions and disposals, mergers and reconstructions together with advice on the tax aspects of supply chain management and employee remuneration.

In the share incentive arena, Guy has advised clients on the establishment of a wide range of share incentive arrangements designed to suit their business objectives, and often with tax benefits.

Guy has extensive experience of structuring investments and acquisitions in over twenty five jurisdictions, including continental Europe, Australia, India, and China. His expertise covers a wide variety of industry sectors, but he has particular experience in the life sciences, telecommunications and media, branded goods and energy arenas.

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