Gibson Dunn’s corporate and transactional practice in health care includes both domestic and international public and private mergers and acquisitions. In addition, we advise our health care clients on financings, securities offerings, corporate governance, licensing, development and distributorship arrangements. Drawing upon the vast resources of our Firm, we are able to provide our health care clients a broad range of specialized expertise (e.g., intellectual property, securities, tax, antitrust) required in connection with their corporate matters. Our health care corporate and finance clients include hospital owners, private equity investors, HMOs and large physician groups, among others. We advise clients such as Broadlane, Cardinal Health, United Therapeutics, Barr Pharmaceuticals, Herbalife Ltd., CardioGenesis, Care Wise Medical Corp., Thoratec Corp., Helix Medical and Anabolic Labs on corporate governance, securities, licensing and other general corporate matters.
Health Care Capital Markets Experience
Our Health Care Capital Markets Practice has extensive experience representing issuers, underwriters, initial purchasers and placement agents across all major sectors of the health care industry, including managed care, health care services, health care IT and health care REITs.
Our strong industry focus allows for a more effective and efficient transaction process resulting in less time bringing lawyers up the health care industry learning curve, as well as more focused drafting of prospectuses and other disclosure documents, a more efficient due diligence process, and an ability to better focus on intellectual property and health care regulatory issues.
Our health care capital markets lawyers draw upon Gibson Dunn’s extensive experience representing clients in a wide variety of health care IP transactions and litigations and in governmental investigations, civil litigation and criminal proceedings involving false claims, billing, reimbursement, fraud and abuse, compliance and regulatory issues, securities litigation, consumer litigation and antitrust issues involving health care industry participants.
Representative Health Care Transactions
Health Care Board of Directors and Special Board Committee Representations
Securities regulation and corporate governance can have a significant effect on a company’s business operations, and the costs of compliance and enforcement proceedings can be staggering. To minimize these costs, to provide a clear picture of your company to investors and analysts and to enhance the communication and interaction between corporate management and the board, successfully navigating securities regulation and corporate governance is critical in today’s business environment.
Our Securities Regulation and Corporate Governance Practice meets this need as it provides integrated, comprehensive advice to U.S. public companies, financial institutions and U.S.-listed foreign private issuers on the full range of complex securities and corporate governance matters. Many of those representations have involved directors and boards of health care companies, including:
Bon Secours. Represented audit committee of $2 billion hospital chain regarding allegations of financial misrepresentation.
Alliance Imaging, Inc. Counsel to the Special Committee of the Board of Directors of Alliance Imaging, a provider or medical diagnostic imaging, in its sale to Oaktree Capital Management and MTS Health Investors.
American Pharmaceutical Partners. Representation of Special Committee of the Board of Directors of American Pharmaceutical Partners in its merger with American BioScience.
Apria Healthcare Group, Inc. Special Counsel to the Board of Directors in connection with restructuring of Company.
Goldman Sachs & Company. Counsel to Goldman Sachs as financial advisor to the Special Committee of the Board of Directors of Bright Horizons Family Solutions in its sale to an affiliate of Bain Capital Partners.
Integrated Health Services, Inc. Advised Special Committee in consideration of merger termination.
Tenet Healthcare. Advice to Board of Directors with regard to restructuring Board composition and changes in management, as well as advice in connection with responding to a proposed hostile proxy contest.