The Work

March 24, 2011 6:40 PM

Pharmacy-Related Deals Offer Healthy Dose of Work for Am Law Firms

Posted by Brian Baxter

A total of five Am Law 100 firms are advising on a pair of pharmaceutical-related transactions announced Thursday.

The first deal involves Walgreen Co., owner of the largest nation's largest drugstore chain. The company, which has 7,600 stores in 50 states, is now getting into the online drug business by acquiring for $409 million.

Sidley Austin corporate partners Chris Abbinante and Scott Williams in Chicago are advising Walgreen on the deal, along with tax cochair Sharp Sorensen, employee benefits partner Stewart Shepherd, and environmental partner Laura Leonard. Weil, Gotshal & Manges antitrust cohead Steven Newborn, partner Steven Bernstein, and counsel John Sipple, Jr., in Washington, D.C., are serving as antitrust counsel to Walgreen.

Both Weil and Sidley advised Walgreen earlier this month when the Deerfield, Ill.-based company sold its prescription-benefits management unit to Catalyst Health Solutions for $525 million in cash. (Latham & Watkins and Mintz, Levin, Cohn, Ferris, Glovsky and Popeo advised Rockville, Md.-based Catalyst on the deal.)

Dana Green serves as general counsel of Walgreen, which a year ago turned to Wachtell, Lipton, Rosen & Katz for its $1.1 billion acquisition of Duane Reade. Weil also handled antitrust matters for Walgreen on that transaction.'s general counsel Yukio Morikubo handled matters in-house on the deal, along with associate general counsel P. Amy Reischauer and senior corporate counsel Cabrelle Abel. The Bellevue, Wash.-based company turned to Wilson Sonsini Goodrich & Rosati for outside counsel on the transaction. The firm handled's IPO a decade ago.

Corporate partners Patrick Schultheis, Brian Keyes, and David Hoffmeister, antitrust partner Scott Sher, tax partner Parag Gheewala, IP partner Aaron Hendelman, employment partners Roger Stern and Laura Merritt, litigation partner Douglas Clark, and real estate partner Debra Summers led the Wilson Sonsini team working on the deal.

The second pharma-related transaction announced Thursday was a joint venture under which consumer goods giant Procter & Gamble, the world's largest consumer products company, and Teva Pharmaceutical Industries, the world's largest generic drug maker, will market over-the-counter medicines. Bloomberg reports that the companies will merge their consumer health businesses, with P&G holding 51 percent of the joint venture and Teva a 49 percent stake.

Willkie Farr & Gallagher corporate partners Jeffrey Hochman and Morgan Elwyn in New York are advising Teva on the agreement with P&G. Based in Petah Tikva, Israel, Teva is a longtime client of both Willkie and Hochman.

Hochman advised Teva on its $7.5 billion acquisition of rival Barr Pharmaceuticals in July 2008, as well as on the company's $3.4 billion purchase of generic maker Sicor in 2003 and $7.4 billion buy of specialty generic Ivax in 2005. Teva's general counsel is Richard Egosi.

Jones Day M&A chair Robert Profusek is leading a team from the firm advising Cincinnati-based P&G on the joint venture with Teva. Reuters reports that both companies want to expand their reach in emerging markets. Teva will handle drug manufacturing, while P&G will handle distribution.

Rounding out the Jones Day team representing P&G are M&A partner Thomas Bark, commercial contracts partner Jason Krieser, antitrust partners Kathryn Fenton, Bevin Newman, and Johannes Zöttl, IP partner Thomas Briggs, employee benefits partner Manan "Mike" Shah, and real estate partner Michael Haas. P&G has turned to Jones Day in the past for various legal matters, including the $470 million acquisition of Sara Lee's air care unit in late 2009.

P&G's general counsel is Deborah Platt Majoras, who replaced longtime legal chief Steven Jemison after his retirement last year. Majoras, who was once a partner at Jones Day, joined P&G in February 2008 from the Federal Trade Commission, which she chaired for four years beginning in 2004.

The deal between P&G and Teva is expected to close in the fall, pending certain regulatory approvals.

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