Latham, Others Grab Roles On Another $5 Billion in Health Care Deals

The Am Law Daily reported Friday on a spate of M&A deals in the pharmaceutical and health care space that yielded assignments for several Am Law 100 firms.

Now Latham & Watkins, Jones Day, Skadden, Arps, Slate, Meagher & Flom, Cooley, and Brown Rudnick are working on two deals announced Monday in similar industries: Hologic’s $3.7 billion acquisition of Gen-Probe and Terra Firm’s $1.3 billion takeover of Four Seasons Health Care.

Brown Rudnick corporate partner Philip Flink in Boston is leading a team from the firm advising Bedford, Massachusetts–based medical device maker Hologic on its offer to acquire Gen-Probe. (Flink has a long history representing Hologic, having handled the company’s initial public offering and $6.2 billion merger with Cytyc five years ago.)

Other Brown Rudnick lawyers working on the matter include emerging technologies and venture capital practice cochair Edwin Pease, M&A partner Catherine Gardner, finance coleader Steven Levine, finance partner Andreas Andromalos, employee benefits partner James Hauser, environmental partner Franca DeRosa, real estate partner Edward Hershfield, and IP partner Edward Naughton.

Lawrence Levy, a retired Brown Rudnick partner and former chair of the firm’s international practice group, serves on Hologic’s board of directors. Mark Casey is general counsel for the company, which provides molecular diagnostic tests and other equipment used to detect diseases and health problems that predominantly affect women.

Jones Day partners J. Bruce McDonald and Bevin Newman in Washington, D.C., and Johannes Zöttl in Dusseldorf are advising Hologic on antitrust aspects of its proposed acquisition of Gen-Probe in the United States and European Union.

For its part, San Diego–based Gen-Probe has turned to Skadden M&A partners David Eisman and Brian McCarthy, banking partner David Kitchen, employee benefits partner Joseph Yaffe, and antitrust partner Clifford Aronson for counsel on the proposed sale to Hologic. The company is also being advised by Cooley business department chair Frederick Muto and corporate partner Steve Przesmicki.

R. William Bowen serves as Gen-Probe’s general counsel. Abraham Sofaer, a former federal judge and one-time partner at Hughes Hubbard & Reed, is a member of the company’s board.

Latham public company representation practice cochair Steven Stokdyk and corporate partner Paul Tosetti are advising Morgan Stanley, which is serving as lead financial adviser to Gen-Probe on the proposed all-cash sale to Hologic.

Across the pond, London-based private equity firm Terra Firm Capital Partners agreed Monday to acquire British nursing home operator Four Seasons Health Care for nearly $1.3 billion.

Latham capital markets partner Jocelyn Seitzman, finance partner Jayanthi Sadanandan, and tax partner Daniel Friel are representing Goldman Sachs and Barclays Bank on their arrangement of deft financing for Terra Firma’s Four Seasons purchase, according to U.K. publication Legal Week.

The private equity firm, headed by English financier Guy Hands, has turned to corporate partner Jeff Twentyman and finance partner Mark Dwyer from Magic Circle shop Slaughter and May for outside counsel on the proposed purchase. Terra Firma CEO Tim Pryce began his career practicing law at Slaughter and May.

The Four Seasons, not to be confused with the luxury hotel chain of the same name, serves more than 15,000 people in the roughly 440 nursing homes and assisted-living facilities it operates in the United Kingdom, along with 61 hospitals and health care–related centers.

Legal Week reports that corporate partner Ian Martin and banking and finance partner Bronwen Jones are leading a team from British firm Macfarlanes advising the Four Seasons on its proposed sale to Terra Firma.

The largest independent health care operator in the U.K., Four Seasons was purchased in 2006 by Qatari investment fund Three Delta (advised by Skadden), but the buyer later defaulted on its debt, and lenders took control of the company.

By winning an auction for Four Seasons, Terra Firma has agreed to significantly reduce the nursing home operator’s debt. The deal is expected to close sometime this summer.