HEALTHCARE amp LIFE SCIENCES GROUP

2

1

2

OUR CLIENTS GEThellip Sector expertise We offer unrivaled knowledge of the healthcare and life sciences industries our clientsrsquo businesses and the sector-specific competitive pressures bearing down on them Sullivan amp Cromwellrsquos Healthcare and Life Sciences Group has negotiated complex transactions and resolved high-stakes disputes for almost three decades Today it possesses an unparalleled grasp of these sectors and a practical understanding of the commercial realities underlying them We position our clients to succeed through it all

The Firm represents international clients in the following healthcare sectors

Pharmaceuticals and Life Sciences Medtech Health Insurers Healthcare Services

Healthcare and life sciences clients have long turned to SampC for help succeeding in todayrsquos rapidly changing business environment Large and mid-size public and private throughout their lifecycles these companies rely on our multi-disciplinary global team to address their most complex legal and business challenges and reach their strategic goals

3

Legal expertise Clients come to us for the high-quality counsel and hands-on representation we offer across multiple legal specialties to successfully execute their most important deals and resolve critical disputes We can execute any type of transaction in any economic climate or geographic region Our experience in this sector includes

MampA Corporate finance Intellectual property Executive compensation Tax Real estate Restructuring Litigation criminal defense and investigations

An integrated global team Wersquore a core group of dedicated healthcare advisers across our 13 offices on four continents with a strong track record of the sectorrsquos most significant transactions and litigation matters supported by all the resources of an integrated global firm Wersquore grateful to our clients for trusting us with their future and wersquoll continue to help them position themselves for growth and success in this exciting and ever-changing industry

4

Headline Healthcare and Life Sciences Transactions

2016

2015Cyberonics $15 billion merger with Sorin

to create LivaNova

Aetna $13 billion SEC-registered offering of notes counsel to underwriters

Synageva $84 billion acquisition by Alexion

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury

Teva $405 billion acquisition of Allergan Generics

Ferrosan in defending patent infringement claims brought by

Baxter Healthcare before the US International Trade Commission

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant)

CONMED $265 million acquisition of SurgiQuest and $700 million secured credit facilities to finance the acquisition

Stemcentrx $98 billion acquisition by AbbVie

Bayer $66 billion acquisition of Monsanto and related $9 billion divestitures $57 billion

syndicated bridge loan in connection with the acquisition counsel to the borrowermdash

the largest bridge loan in 2016 and in regulatory inquiries and congressional

testimony related to the mergerImpax Laboratories $586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Stryker in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement casesPhilips acquisition of Wellcentive

Stryker $28 billion acquisition of Sage Products from Madison Dearborn

Dyax $59 billion acquisition by Shire

CVS $127 billion acquisition of Omnicare

Bausch Health (formerly Valeant) $158 billion acquisition of Salix

AbbVie $55 billion proposed acquisition of Shire later terminated

UnitedHealth pharmacy care business OptumRxrsquos $128 billion combination with Catamaran

4

5

Headline Healthcare and Life Sciences Transactions

2018

2017Verily Life Sciences an Alphabet company

partnership with Temasek

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Praxair $80 billion merger of equals with Linde and in regulatory inquiries related to the merger

Micro Systems Engineering in obtaining a trial victory against Universal Instruments in a case alleging copyright trade secret and contractual claims

Syneos Health $74 billion merger of equals with inVentiv Health and in

financing matters

Philips acquisitions of Respiratory Technologies Electrical Geodesics and The

Spectranetics Corporation

Kite Pharma $119 billion acquisition by Gilead Sciences

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals AstraZeneca $2 billion SEC-registered

offering of notes counsel to the issuer

UnitedHealth in connection with Optumrsquos $43 billion acquisition of DaVita Medical Group

2019

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

Verily Life Sciences an Alphabet company $1 billion investment round

led by Silver Lake

Syntimmune Apple Tree Partners as the majority shareholder in Syntimmune

in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

CONMED $365 million acquisition of Buffalo Filter

Merck KGaA $64 billion acquisition of Versum Materials

Amgen $167 million acquisition of Nuevolution

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

Seattle Genetics $614 million acquisition of Cascadian Therapeutics

Genomic Health $28 billion combination with Exact Sciences

Novartis acquisition of The Medicines Company valuing the

company at approximately $97 billion

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

5

6

AbbVie $55 billion acquisition of Shire (later withdrawn)

Alcon and its independent directors $504 billion multistage acquisition by Novartismdashfirst in Novartisrsquos purchase of Nestleacutersquos 77 interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

$167 million acquisition of Nuevolution

modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock

$105 billion acquisition of Onyx Pharmaceuticals including on more than $8 billion of related finance matters

AstraZeneca $2 billion SEC-registered offering of notes counsel to the issuer

$6 billion SEC-registered offering of notes counsel to the underwriters

Pharmaceuticals and Life Sciences

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

2

1

2

OUR CLIENTS GEThellip Sector expertise We offer unrivaled knowledge of the healthcare and life sciences industries our clientsrsquo businesses and the sector-specific competitive pressures bearing down on them Sullivan amp Cromwellrsquos Healthcare and Life Sciences Group has negotiated complex transactions and resolved high-stakes disputes for almost three decades Today it possesses an unparalleled grasp of these sectors and a practical understanding of the commercial realities underlying them We position our clients to succeed through it all

The Firm represents international clients in the following healthcare sectors

Pharmaceuticals and Life Sciences Medtech Health Insurers Healthcare Services

Healthcare and life sciences clients have long turned to SampC for help succeeding in todayrsquos rapidly changing business environment Large and mid-size public and private throughout their lifecycles these companies rely on our multi-disciplinary global team to address their most complex legal and business challenges and reach their strategic goals

3

Legal expertise Clients come to us for the high-quality counsel and hands-on representation we offer across multiple legal specialties to successfully execute their most important deals and resolve critical disputes We can execute any type of transaction in any economic climate or geographic region Our experience in this sector includes

MampA Corporate finance Intellectual property Executive compensation Tax Real estate Restructuring Litigation criminal defense and investigations

An integrated global team Wersquore a core group of dedicated healthcare advisers across our 13 offices on four continents with a strong track record of the sectorrsquos most significant transactions and litigation matters supported by all the resources of an integrated global firm Wersquore grateful to our clients for trusting us with their future and wersquoll continue to help them position themselves for growth and success in this exciting and ever-changing industry

4

Headline Healthcare and Life Sciences Transactions

2016

2015Cyberonics $15 billion merger with Sorin

to create LivaNova

Aetna $13 billion SEC-registered offering of notes counsel to underwriters

Synageva $84 billion acquisition by Alexion

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury

Teva $405 billion acquisition of Allergan Generics

Ferrosan in defending patent infringement claims brought by

Baxter Healthcare before the US International Trade Commission

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant)

CONMED $265 million acquisition of SurgiQuest and $700 million secured credit facilities to finance the acquisition

Stemcentrx $98 billion acquisition by AbbVie

Bayer $66 billion acquisition of Monsanto and related $9 billion divestitures $57 billion

syndicated bridge loan in connection with the acquisition counsel to the borrowermdash

the largest bridge loan in 2016 and in regulatory inquiries and congressional

testimony related to the mergerImpax Laboratories $586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Stryker in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement casesPhilips acquisition of Wellcentive

Stryker $28 billion acquisition of Sage Products from Madison Dearborn

Dyax $59 billion acquisition by Shire

CVS $127 billion acquisition of Omnicare

Bausch Health (formerly Valeant) $158 billion acquisition of Salix

AbbVie $55 billion proposed acquisition of Shire later terminated

UnitedHealth pharmacy care business OptumRxrsquos $128 billion combination with Catamaran

4

5

Headline Healthcare and Life Sciences Transactions

2018

2017Verily Life Sciences an Alphabet company

partnership with Temasek

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Praxair $80 billion merger of equals with Linde and in regulatory inquiries related to the merger

Micro Systems Engineering in obtaining a trial victory against Universal Instruments in a case alleging copyright trade secret and contractual claims

Syneos Health $74 billion merger of equals with inVentiv Health and in

financing matters

Philips acquisitions of Respiratory Technologies Electrical Geodesics and The

Spectranetics Corporation

Kite Pharma $119 billion acquisition by Gilead Sciences

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals AstraZeneca $2 billion SEC-registered

offering of notes counsel to the issuer

UnitedHealth in connection with Optumrsquos $43 billion acquisition of DaVita Medical Group

2019

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

Verily Life Sciences an Alphabet company $1 billion investment round

led by Silver Lake

Syntimmune Apple Tree Partners as the majority shareholder in Syntimmune

in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

CONMED $365 million acquisition of Buffalo Filter

Merck KGaA $64 billion acquisition of Versum Materials

Amgen $167 million acquisition of Nuevolution

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

Seattle Genetics $614 million acquisition of Cascadian Therapeutics

Genomic Health $28 billion combination with Exact Sciences

Novartis acquisition of The Medicines Company valuing the

company at approximately $97 billion

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

5

6

AbbVie $55 billion acquisition of Shire (later withdrawn)

Alcon and its independent directors $504 billion multistage acquisition by Novartismdashfirst in Novartisrsquos purchase of Nestleacutersquos 77 interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

$167 million acquisition of Nuevolution

modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock

$105 billion acquisition of Onyx Pharmaceuticals including on more than $8 billion of related finance matters

AstraZeneca $2 billion SEC-registered offering of notes counsel to the issuer

$6 billion SEC-registered offering of notes counsel to the underwriters

Pharmaceuticals and Life Sciences

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

1

2

OUR CLIENTS GEThellip Sector expertise We offer unrivaled knowledge of the healthcare and life sciences industries our clientsrsquo businesses and the sector-specific competitive pressures bearing down on them Sullivan amp Cromwellrsquos Healthcare and Life Sciences Group has negotiated complex transactions and resolved high-stakes disputes for almost three decades Today it possesses an unparalleled grasp of these sectors and a practical understanding of the commercial realities underlying them We position our clients to succeed through it all

The Firm represents international clients in the following healthcare sectors

Pharmaceuticals and Life Sciences Medtech Health Insurers Healthcare Services

Healthcare and life sciences clients have long turned to SampC for help succeeding in todayrsquos rapidly changing business environment Large and mid-size public and private throughout their lifecycles these companies rely on our multi-disciplinary global team to address their most complex legal and business challenges and reach their strategic goals

3

Legal expertise Clients come to us for the high-quality counsel and hands-on representation we offer across multiple legal specialties to successfully execute their most important deals and resolve critical disputes We can execute any type of transaction in any economic climate or geographic region Our experience in this sector includes

MampA Corporate finance Intellectual property Executive compensation Tax Real estate Restructuring Litigation criminal defense and investigations

An integrated global team Wersquore a core group of dedicated healthcare advisers across our 13 offices on four continents with a strong track record of the sectorrsquos most significant transactions and litigation matters supported by all the resources of an integrated global firm Wersquore grateful to our clients for trusting us with their future and wersquoll continue to help them position themselves for growth and success in this exciting and ever-changing industry

4

Headline Healthcare and Life Sciences Transactions

2016

2015Cyberonics $15 billion merger with Sorin

to create LivaNova

Aetna $13 billion SEC-registered offering of notes counsel to underwriters

Synageva $84 billion acquisition by Alexion

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury

Teva $405 billion acquisition of Allergan Generics

Ferrosan in defending patent infringement claims brought by

Baxter Healthcare before the US International Trade Commission

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant)

CONMED $265 million acquisition of SurgiQuest and $700 million secured credit facilities to finance the acquisition

Stemcentrx $98 billion acquisition by AbbVie

Bayer $66 billion acquisition of Monsanto and related $9 billion divestitures $57 billion

syndicated bridge loan in connection with the acquisition counsel to the borrowermdash

the largest bridge loan in 2016 and in regulatory inquiries and congressional

testimony related to the mergerImpax Laboratories $586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Stryker in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement casesPhilips acquisition of Wellcentive

Stryker $28 billion acquisition of Sage Products from Madison Dearborn

Dyax $59 billion acquisition by Shire

CVS $127 billion acquisition of Omnicare

Bausch Health (formerly Valeant) $158 billion acquisition of Salix

AbbVie $55 billion proposed acquisition of Shire later terminated

UnitedHealth pharmacy care business OptumRxrsquos $128 billion combination with Catamaran

4

5

Headline Healthcare and Life Sciences Transactions

2018

2017Verily Life Sciences an Alphabet company

partnership with Temasek

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Praxair $80 billion merger of equals with Linde and in regulatory inquiries related to the merger

Micro Systems Engineering in obtaining a trial victory against Universal Instruments in a case alleging copyright trade secret and contractual claims

Syneos Health $74 billion merger of equals with inVentiv Health and in

financing matters

Philips acquisitions of Respiratory Technologies Electrical Geodesics and The

Spectranetics Corporation

Kite Pharma $119 billion acquisition by Gilead Sciences

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals AstraZeneca $2 billion SEC-registered

offering of notes counsel to the issuer

UnitedHealth in connection with Optumrsquos $43 billion acquisition of DaVita Medical Group

2019

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

Verily Life Sciences an Alphabet company $1 billion investment round

led by Silver Lake

Syntimmune Apple Tree Partners as the majority shareholder in Syntimmune

in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

CONMED $365 million acquisition of Buffalo Filter

Merck KGaA $64 billion acquisition of Versum Materials

Amgen $167 million acquisition of Nuevolution

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

Seattle Genetics $614 million acquisition of Cascadian Therapeutics

Genomic Health $28 billion combination with Exact Sciences

Novartis acquisition of The Medicines Company valuing the

company at approximately $97 billion

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

5

6

AbbVie $55 billion acquisition of Shire (later withdrawn)

Alcon and its independent directors $504 billion multistage acquisition by Novartismdashfirst in Novartisrsquos purchase of Nestleacutersquos 77 interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

$167 million acquisition of Nuevolution

modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock

$105 billion acquisition of Onyx Pharmaceuticals including on more than $8 billion of related finance matters

AstraZeneca $2 billion SEC-registered offering of notes counsel to the issuer

$6 billion SEC-registered offering of notes counsel to the underwriters

Pharmaceuticals and Life Sciences

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

2

OUR CLIENTS GEThellip Sector expertise We offer unrivaled knowledge of the healthcare and life sciences industries our clientsrsquo businesses and the sector-specific competitive pressures bearing down on them Sullivan amp Cromwellrsquos Healthcare and Life Sciences Group has negotiated complex transactions and resolved high-stakes disputes for almost three decades Today it possesses an unparalleled grasp of these sectors and a practical understanding of the commercial realities underlying them We position our clients to succeed through it all

The Firm represents international clients in the following healthcare sectors

Pharmaceuticals and Life Sciences Medtech Health Insurers Healthcare Services

Healthcare and life sciences clients have long turned to SampC for help succeeding in todayrsquos rapidly changing business environment Large and mid-size public and private throughout their lifecycles these companies rely on our multi-disciplinary global team to address their most complex legal and business challenges and reach their strategic goals

3

Legal expertise Clients come to us for the high-quality counsel and hands-on representation we offer across multiple legal specialties to successfully execute their most important deals and resolve critical disputes We can execute any type of transaction in any economic climate or geographic region Our experience in this sector includes

MampA Corporate finance Intellectual property Executive compensation Tax Real estate Restructuring Litigation criminal defense and investigations

An integrated global team Wersquore a core group of dedicated healthcare advisers across our 13 offices on four continents with a strong track record of the sectorrsquos most significant transactions and litigation matters supported by all the resources of an integrated global firm Wersquore grateful to our clients for trusting us with their future and wersquoll continue to help them position themselves for growth and success in this exciting and ever-changing industry

4

Headline Healthcare and Life Sciences Transactions

2016

2015Cyberonics $15 billion merger with Sorin

to create LivaNova

Aetna $13 billion SEC-registered offering of notes counsel to underwriters

Synageva $84 billion acquisition by Alexion

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury

Teva $405 billion acquisition of Allergan Generics

Ferrosan in defending patent infringement claims brought by

Baxter Healthcare before the US International Trade Commission

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant)

CONMED $265 million acquisition of SurgiQuest and $700 million secured credit facilities to finance the acquisition

Stemcentrx $98 billion acquisition by AbbVie

Bayer $66 billion acquisition of Monsanto and related $9 billion divestitures $57 billion

syndicated bridge loan in connection with the acquisition counsel to the borrowermdash

the largest bridge loan in 2016 and in regulatory inquiries and congressional

testimony related to the mergerImpax Laboratories $586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Stryker in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement casesPhilips acquisition of Wellcentive

Stryker $28 billion acquisition of Sage Products from Madison Dearborn

Dyax $59 billion acquisition by Shire

CVS $127 billion acquisition of Omnicare

Bausch Health (formerly Valeant) $158 billion acquisition of Salix

AbbVie $55 billion proposed acquisition of Shire later terminated

UnitedHealth pharmacy care business OptumRxrsquos $128 billion combination with Catamaran

4

5

Headline Healthcare and Life Sciences Transactions

2018

2017Verily Life Sciences an Alphabet company

partnership with Temasek

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Praxair $80 billion merger of equals with Linde and in regulatory inquiries related to the merger

Micro Systems Engineering in obtaining a trial victory against Universal Instruments in a case alleging copyright trade secret and contractual claims

Syneos Health $74 billion merger of equals with inVentiv Health and in

financing matters

Philips acquisitions of Respiratory Technologies Electrical Geodesics and The

Spectranetics Corporation

Kite Pharma $119 billion acquisition by Gilead Sciences

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals AstraZeneca $2 billion SEC-registered

offering of notes counsel to the issuer

UnitedHealth in connection with Optumrsquos $43 billion acquisition of DaVita Medical Group

2019

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

Verily Life Sciences an Alphabet company $1 billion investment round

led by Silver Lake

Syntimmune Apple Tree Partners as the majority shareholder in Syntimmune

in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

CONMED $365 million acquisition of Buffalo Filter

Merck KGaA $64 billion acquisition of Versum Materials

Amgen $167 million acquisition of Nuevolution

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

Seattle Genetics $614 million acquisition of Cascadian Therapeutics

Genomic Health $28 billion combination with Exact Sciences

Novartis acquisition of The Medicines Company valuing the

company at approximately $97 billion

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

5

6

AbbVie $55 billion acquisition of Shire (later withdrawn)

Alcon and its independent directors $504 billion multistage acquisition by Novartismdashfirst in Novartisrsquos purchase of Nestleacutersquos 77 interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

$167 million acquisition of Nuevolution

modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock

$105 billion acquisition of Onyx Pharmaceuticals including on more than $8 billion of related finance matters

AstraZeneca $2 billion SEC-registered offering of notes counsel to the issuer

$6 billion SEC-registered offering of notes counsel to the underwriters

Pharmaceuticals and Life Sciences

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

3

Legal expertise Clients come to us for the high-quality counsel and hands-on representation we offer across multiple legal specialties to successfully execute their most important deals and resolve critical disputes We can execute any type of transaction in any economic climate or geographic region Our experience in this sector includes

MampA Corporate finance Intellectual property Executive compensation Tax Real estate Restructuring Litigation criminal defense and investigations

An integrated global team Wersquore a core group of dedicated healthcare advisers across our 13 offices on four continents with a strong track record of the sectorrsquos most significant transactions and litigation matters supported by all the resources of an integrated global firm Wersquore grateful to our clients for trusting us with their future and wersquoll continue to help them position themselves for growth and success in this exciting and ever-changing industry

4

Headline Healthcare and Life Sciences Transactions

2016

2015Cyberonics $15 billion merger with Sorin

to create LivaNova

Aetna $13 billion SEC-registered offering of notes counsel to underwriters

Synageva $84 billion acquisition by Alexion

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury

Teva $405 billion acquisition of Allergan Generics

Ferrosan in defending patent infringement claims brought by

Baxter Healthcare before the US International Trade Commission

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant)

CONMED $265 million acquisition of SurgiQuest and $700 million secured credit facilities to finance the acquisition

Stemcentrx $98 billion acquisition by AbbVie

Bayer $66 billion acquisition of Monsanto and related $9 billion divestitures $57 billion

syndicated bridge loan in connection with the acquisition counsel to the borrowermdash

the largest bridge loan in 2016 and in regulatory inquiries and congressional

testimony related to the mergerImpax Laboratories $586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Stryker in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement casesPhilips acquisition of Wellcentive

Stryker $28 billion acquisition of Sage Products from Madison Dearborn

Dyax $59 billion acquisition by Shire

CVS $127 billion acquisition of Omnicare

Bausch Health (formerly Valeant) $158 billion acquisition of Salix

AbbVie $55 billion proposed acquisition of Shire later terminated

UnitedHealth pharmacy care business OptumRxrsquos $128 billion combination with Catamaran

4

5

Headline Healthcare and Life Sciences Transactions

2018

2017Verily Life Sciences an Alphabet company

partnership with Temasek

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Praxair $80 billion merger of equals with Linde and in regulatory inquiries related to the merger

Micro Systems Engineering in obtaining a trial victory against Universal Instruments in a case alleging copyright trade secret and contractual claims

Syneos Health $74 billion merger of equals with inVentiv Health and in

financing matters

Philips acquisitions of Respiratory Technologies Electrical Geodesics and The

Spectranetics Corporation

Kite Pharma $119 billion acquisition by Gilead Sciences

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals AstraZeneca $2 billion SEC-registered

offering of notes counsel to the issuer

UnitedHealth in connection with Optumrsquos $43 billion acquisition of DaVita Medical Group

2019

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

Verily Life Sciences an Alphabet company $1 billion investment round

led by Silver Lake

Syntimmune Apple Tree Partners as the majority shareholder in Syntimmune

in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

CONMED $365 million acquisition of Buffalo Filter

Merck KGaA $64 billion acquisition of Versum Materials

Amgen $167 million acquisition of Nuevolution

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

Seattle Genetics $614 million acquisition of Cascadian Therapeutics

Genomic Health $28 billion combination with Exact Sciences

Novartis acquisition of The Medicines Company valuing the

company at approximately $97 billion

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

5

6

AbbVie $55 billion acquisition of Shire (later withdrawn)

Alcon and its independent directors $504 billion multistage acquisition by Novartismdashfirst in Novartisrsquos purchase of Nestleacutersquos 77 interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

$167 million acquisition of Nuevolution

modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock

$105 billion acquisition of Onyx Pharmaceuticals including on more than $8 billion of related finance matters

AstraZeneca $2 billion SEC-registered offering of notes counsel to the issuer

$6 billion SEC-registered offering of notes counsel to the underwriters

Pharmaceuticals and Life Sciences

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

4

Headline Healthcare and Life Sciences Transactions

2016

2015Cyberonics $15 billion merger with Sorin

to create LivaNova

Aetna $13 billion SEC-registered offering of notes counsel to underwriters

Synageva $84 billion acquisition by Alexion

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury

Teva $405 billion acquisition of Allergan Generics

Ferrosan in defending patent infringement claims brought by

Baxter Healthcare before the US International Trade Commission

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant)

CONMED $265 million acquisition of SurgiQuest and $700 million secured credit facilities to finance the acquisition

Stemcentrx $98 billion acquisition by AbbVie

Bayer $66 billion acquisition of Monsanto and related $9 billion divestitures $57 billion

syndicated bridge loan in connection with the acquisition counsel to the borrowermdash

the largest bridge loan in 2016 and in regulatory inquiries and congressional

testimony related to the mergerImpax Laboratories $586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Stryker in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement casesPhilips acquisition of Wellcentive

Stryker $28 billion acquisition of Sage Products from Madison Dearborn

Dyax $59 billion acquisition by Shire

CVS $127 billion acquisition of Omnicare

Bausch Health (formerly Valeant) $158 billion acquisition of Salix

AbbVie $55 billion proposed acquisition of Shire later terminated

UnitedHealth pharmacy care business OptumRxrsquos $128 billion combination with Catamaran

4

5

Headline Healthcare and Life Sciences Transactions

2018

2017Verily Life Sciences an Alphabet company

partnership with Temasek

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Praxair $80 billion merger of equals with Linde and in regulatory inquiries related to the merger

Micro Systems Engineering in obtaining a trial victory against Universal Instruments in a case alleging copyright trade secret and contractual claims

Syneos Health $74 billion merger of equals with inVentiv Health and in

financing matters

Philips acquisitions of Respiratory Technologies Electrical Geodesics and The

Spectranetics Corporation

Kite Pharma $119 billion acquisition by Gilead Sciences

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals AstraZeneca $2 billion SEC-registered

offering of notes counsel to the issuer

UnitedHealth in connection with Optumrsquos $43 billion acquisition of DaVita Medical Group

2019

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

Verily Life Sciences an Alphabet company $1 billion investment round

led by Silver Lake

Syntimmune Apple Tree Partners as the majority shareholder in Syntimmune

in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

CONMED $365 million acquisition of Buffalo Filter

Merck KGaA $64 billion acquisition of Versum Materials

Amgen $167 million acquisition of Nuevolution

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

Seattle Genetics $614 million acquisition of Cascadian Therapeutics

Genomic Health $28 billion combination with Exact Sciences

Novartis acquisition of The Medicines Company valuing the

company at approximately $97 billion

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

5

6

AbbVie $55 billion acquisition of Shire (later withdrawn)

Alcon and its independent directors $504 billion multistage acquisition by Novartismdashfirst in Novartisrsquos purchase of Nestleacutersquos 77 interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

$167 million acquisition of Nuevolution

modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock

$105 billion acquisition of Onyx Pharmaceuticals including on more than $8 billion of related finance matters

AstraZeneca $2 billion SEC-registered offering of notes counsel to the issuer

$6 billion SEC-registered offering of notes counsel to the underwriters

Pharmaceuticals and Life Sciences

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

5

Headline Healthcare and Life Sciences Transactions

2018

2017Verily Life Sciences an Alphabet company

partnership with Temasek

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Praxair $80 billion merger of equals with Linde and in regulatory inquiries related to the merger

Micro Systems Engineering in obtaining a trial victory against Universal Instruments in a case alleging copyright trade secret and contractual claims

Syneos Health $74 billion merger of equals with inVentiv Health and in

financing matters

Philips acquisitions of Respiratory Technologies Electrical Geodesics and The

Spectranetics Corporation

Kite Pharma $119 billion acquisition by Gilead Sciences

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals AstraZeneca $2 billion SEC-registered

offering of notes counsel to the issuer

UnitedHealth in connection with Optumrsquos $43 billion acquisition of DaVita Medical Group

2019

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

Verily Life Sciences an Alphabet company $1 billion investment round

led by Silver Lake

Syntimmune Apple Tree Partners as the majority shareholder in Syntimmune

in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

CONMED $365 million acquisition of Buffalo Filter

Merck KGaA $64 billion acquisition of Versum Materials

Amgen $167 million acquisition of Nuevolution

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

Seattle Genetics $614 million acquisition of Cascadian Therapeutics

Genomic Health $28 billion combination with Exact Sciences

Novartis acquisition of The Medicines Company valuing the

company at approximately $97 billion

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

5

6

AbbVie $55 billion acquisition of Shire (later withdrawn)

Alcon and its independent directors $504 billion multistage acquisition by Novartismdashfirst in Novartisrsquos purchase of Nestleacutersquos 77 interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

$167 million acquisition of Nuevolution

modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock

$105 billion acquisition of Onyx Pharmaceuticals including on more than $8 billion of related finance matters

AstraZeneca $2 billion SEC-registered offering of notes counsel to the issuer

$6 billion SEC-registered offering of notes counsel to the underwriters

Pharmaceuticals and Life Sciences

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

6

AbbVie $55 billion acquisition of Shire (later withdrawn)

Alcon and its independent directors $504 billion multistage acquisition by Novartismdashfirst in Novartisrsquos purchase of Nestleacutersquos 77 interest in Alcon and then its subsequent acquisition of the remaining publicly held minority interest in the company

Amgen $134 billion acquisition of worldwide rights to Otezlareg (apremilast) from Celgene Corporation in connection with Celgenersquos merger with Bristol-Myers Squibb

$167 million acquisition of Nuevolution

modified Dutch auction tender offer for up to $10 billion in value of shares of its common stock

$105 billion acquisition of Onyx Pharmaceuticals including on more than $8 billion of related finance matters

AstraZeneca $2 billion SEC-registered offering of notes counsel to the issuer

$6 billion SEC-registered offering of notes counsel to the underwriters

Pharmaceuticals and Life Sciences

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

7

Bayer $69 billion sale of its Animal Health business to Elanco Animal Health

$66 billion acquisition of Monsanto and in regulatory inquiries and congressional testimony related to the merger

$57 billion syndicated bridge loan counsel to the borrower The largest bridge loan in 2016 and the third-largest bridge loan of all time Winner Loans Deal of the Year ndash IFLR Europe

$9 billion sale of selected crop science assets to BASF

$7 billion guaranteed bonds offering pursuant to Rule 144A Reg S 2014 counsel to the issuer

$142 billion acquisition of the consumer care business of Merck

BeiGene $903 million global SEC-registered offering and second primary listing on the Hong Kong Stock Exchange counsel to the selling shareholders

Biohaven $300 million registered offering of common shares counsel to the issuer

Concordia Healthcare $35 billion acquisition of Amdipharm Mercury Limited

$12 billion acquisition of Covis Pharma and Covis Injectables

$790 million unsecured high-yield note offering counsel to the issuer

Deerfield Management as senior secured lender DIP lender and plan sponsor in the Chapter 11 cases of Melinta Therapeutics

Deerfield Management and Athyrium Capital out of court restructuring of Pernix Therapeutics

Dermapharm euro3767 million ($4618 million) IPO pursuant to Rule 144AReg S and Frankfurt listing German and US counsel to the issuer

Dyax $59 billion acquisition by Shire

Impax Laboratories $55 billion merger with Amneal Pharmaceuticals

$586 million acquisition of generic products from Teva and affiliates of Allergan and $600 million of debt financing for its acquisition

Integra Lifesciences Corporation $3 billion of bank financing

Kite Pharma $119 billion acquisition by Gilead Sciences

Merck KGaA $64 billion acquisition of Versum Materials

Novartis acquisition of The Medicines Company valuing the company at approximately $97 billion

Novo Nordisk in an antitrust class action relating to alleged overcharges for Prandinreg in which a highly favorable settlement was obtained after SampC filed a motion to dismiss

Oaktree Capital Management secured term loan and warrents to Oxford Biomedica

PharmaSGP euro127 million IPO Germanyrsquos first Prime Standard IPO of 2020

Praxair $80 billion merger of equals with Linde

Seattle Genetics $614 million acquisition of Cascadian Therapeutics and related bridge financing

Stemcentrx $98 billion acquisition by AbbVie

Sprout Pharmaceuticals $1 billion acquisition by Bausch Health (formerly Valeant Pharmaceuticals)

Synageva $84 billion acquisition by Alexion Pharmaceuticals

Syntimmune Apple Tree Partners as majority shareholder in Syntimmune in connection with Syntimmunersquos acquisition by Alexion Pharmaceuticals for up to $12 billion

Takeda Pharmaceutical on US securities law $62 billion acquisition of Shire

Teva Pharmaceutical $405 billion acquisition of Allergan Generics

$505 billion withdrawn unsolicited acquisition of Mylan

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

8

Medtech

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

9

Becton Dickinson $9675 billion SEC-registered offering of notes

$225 billion SEC-registered offering of depositary shares

$78273 million offering of notes

$1066 billion SEC-registered offering of notes

$62 billion SEC-registered global notes offering counsel to underwriters

CONMED $365 million acquisition of Buffalo Filter and $265 million acquisition of SurgiQuest and its related $700 million secured credit facilities to finance the acquisition

Cyberonics in its $15 billion merger with Sorin to create LivaNova

Deerfield Management as senior secured creditor DIP lender and plan sponsor in the Chapter 11 cases of Endologix

Ferrosan in defending patent infringement claims brought by Baxter Healthcare before the US International Trade Commission After the trial concluded Ferrosan settled the matter for approximately the cost of further litigation

Micro Systems Engineering in obtaining a trial victory against Universal Instruments Corp in a case alleging copyright trade secret and contractual claims Following a six-day jury trial the court granted MSEIrsquos motion for judgment as a matter of law

Philips acquisition of the Healthcare Information Systems business of Carestream Health Inc

$2 billion acquisition of The Spectranetics Corporation

acquisition of Electrical Geodesics

acquisition of Respiratory Technologies

participation in a $45 million private placement by Corindus Vascular Robotics of its common stock

acquisition of Wellcentive

$1 billion acquisition of Volcano Corporation

$1191 billion offering of notes pursuant to Reg S

Philips Oral Healthcare in a putative class action suit brought against Philips Oral Healthcare alleging that certain Sonicare toothbrushes (made by Philips) suffer from a common and inherent defect that reduces their rate and cleaning efficacy over time

Siemens Healthineers euro42 billion ($52 billion) Rule 144AReg S IPO and Frankfurt Stock Exchange listing German and US counsel to the underwriters

Stryker Corporation $28 billion acquisition of Sage Products from Madison Dearborn

$764 million acquisition of Trauson Holdings

acquisition of Stanmore Implants Worldwide from SIW Holdings

in persuading the Supreme Court to set aside the Federal Circuitrsquos standard for enhanced damages in patent infringement cases The decision will significantly impact patent litigation by making it harder for willful infringers to escape paying higher damages

Verily Life Sciences an Alphabet company

joint venture with Santen Pharmaceutical Co

$1 billion investment round led by Silver Lake and including Ontario Teachersrsquo Pension Plan and other global investment management firms

partnership with Temasek

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

10

Health Insurer

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

11

Sullivan amp Cromwell continues to earn its renown throughout the world as a law firm with a broad transactional practice and a firm whose attorneys elegantly blend technical legal expertise with commercial sensibilityrdquo

IFLR1000

ldquo

Aetna $1 billion SEC-registered offering of notes

$13 billion SEC-registered offering of notes

Two $750 million SEC-registered senior notes offering counsel to underwriters

CVS $127 billion acquisition of Omnicare

$21 billion acquisition of Coram from Apria Healthcare Group

5050 joint venture with Cardinal Health

Medco Health Solutions $291 billion merger with Express Scripts

UnitedHealth $28 billion acquisition of Empresas Banmeacutedica

$49 billion acquisition of 90 of Amil Participaccedilotildees SA

acquisition of XLHealth Corp

In obtaining and defending on appeal dismissal of action on behalf of hedge funds seeking to accelerate $850 million of UnitedHealthrsquos notes

WellCare $12 billion SEC-registered senior notes offering

$300 million SEC-registered high-yield notes offering

$600 million SEC-registered high-yield notes offering counsel to the issuer

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

12

Healthcare Services

Theyrsquore among the best in pretty much everything Theyrsquore great responsive and timelyrdquo

CHAMBERS USAldquo

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

13

Ares Management managed fundsrsquo $145 billion strategic partnership with DuPage Medical Group

Four Seasons Health Care shareholders in connection with its debt restructuring

Genomic Health $28 billion combination with Exact Sciences

Grupo Auacutena Enfoca in connection with its portfolio company Grupo Auacutenarsquos acquisition of Grupo Empresarial Las Ameacutericas

LabCorp $61 billion acquisition of Covance

Optum $43 billion acquisition of DaVita Medical Group

Quality Care Properties agreement with HCR ManorCare to transition the ownership and leadership of HCR ManorCare including its skilled nursing assisted living hospice and homecare businesses to QCP (later withdrawn)

Syneos Health $74 billion merger of equals with inVentiv Health and in financing matters and related litigation

UnitedHealth its pharmacy care business OptumRxrsquos $128 billion combination with Catamaran Corporation

Universal Medical Financial amp Technical Advisory Services Company Limited $514 million offering of global shares and initial listing on the Hong Kong Stock Exchange

$447 million global offering of shares and listing on the Hong Kong Stock Exchange counsel to the underwriters

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

14

National Law Journal Healthcare Trailblazer 2020Frank Aquila

National Law Journal Healthcare Trailblazers 2019Keith PagnaniKrishna Veeraraghavan

Law360 Life Sciences Group of The Year 2014 2017

Law360 Life Sciences MVP Matt Hurd 2014 2015 2017 2018 2020Krishna Veeraraghavan 2015 2016Frank Aquila 2013

The American Lawyerrsquos Dealmaker of the YearMatt Hurd

Bayer acquisition of Monsanto 2017 Bayer acquisition of the consumer care business of Merck 2015

The American Lawyerrsquos Dealmaker of the Week Alison Ressler

Bausch Health (formerly Valeant) acquisition of Salix 2015

Keith Pagnani and Melissa Sawyer UnitedHealth subsidiary OptumRxrsquos combination with Catamaran 2015

Matt Hurd and Krishna Veeraraghavan Synageva BioPharma acquisition by Alexion Pharmaceuticals 2015

Joe Frumkin Teva acquisition of Allergan Generics 2015

Awards amp Accolades

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

15

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

16

Practice Contacts

Mehdi Ansari+1 212 558 4314 ansarimsullcromcom

Francis J Aquila +1 212 558 4048 aquilafsullcromcom

Matthew B Goodman+1 212 558 4995 goodmanmsullcromcom

Renata B Hesse +1 202 956 7575 hessersullcromcom

Steven L Holley +1 212 558 4737 holleyssullcromcom

Eric Krautheimer+1 310 712 6678 krautheimeresullcromcom

Nader A Mousavi +1 650 461 5660 mousavinsullcromcom

C O - H E A D S H E A LT H C A R E amp L I F E S C I E N C E S

Keith A Pagnani +1 212 558 4397 pagnaniksullcromcom

Matthew G Hurd+1 212 558 3122 hurdmsullcromcom

Rita-Anne OrsquoNeill +1 310 712 6698 oneillrsullcromcom

Sarah P Payne +1 650 461 5669 paynesasullcromcom

Alison S Ressler +1 310 712 6630 resslerasullcromcom

George J Sampas +1 212 558 4945 sampasgsullcromcom

Melissa Sawyer+1 212 558 4243 sawyermsullcromcom

Krishna Veeraraghavan +1 212 558 7931 veeraraghavanksullcromcom

17

Copyright copy2020 Sullivan amp Cromwell LLP | LG4690 (1020)Attorney Advertising Prior results do not guarantee a similar outcome

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