Covington & Burling LLP operates as a limited liability partnership worldwide, with the practice in England and Wales conducted by an affiliated
limited liability multinational partnership, Covington & Burling LLP, which is formed under the laws of the State of Delaware in the United States
and authorized and regulated by the Solicitors Regulation Authority with registration number 77071..
Catherine Dargan leads Covington’s Corporate practice and co-chairs our Mergers & Acquisitions practice, and has advised numerous companies on their important strategic transactions for over 25 years.
She focuses her practice on mergers and acquisitions, including public and private, and strategic partnering arrangements from sales of emerging venture-backed companies to multi-billion dollar acquisitions, and corporate governance.
Catherine structures and negotiates both domestic and cross-border transactions, and regularly:
represents clients in numerous industries, including: life sciences, defense and government contracting, consumer products, technology and gaming, media, education, and equipment and manufacturing; and
assists clients with corporate governance, compliance, and other matters.
Catherine advises corporate boards, independent directors, and special committees on mergers and acquisitions and corporate governance.
Catherine’s pro bono work includes representing a non-profit, non-partisan policy organization dedicated to engaging young adults in the political process, and advising a non-profit in various consulting and services arrangements.
Catherine was recognized by The American Lawyer as a 2022 “Corporate Dealmaker of the Year," for her work representing Merck it its $11.5 billion acquisition of Acceleron Pharma. She was recently named “Best in M&A” by LMG Euromoney, among The National Law Journal’s “Outstanding Women Lawyers,” The Deal’s “Healthcare, Pharma & Biotech Dealmaker of the Year” for the last three years, and “Top Women in Dealmaking” for 2021 and 2022.
Catherine is Chambers-rated in Corporate/M&A, and was named as Chambers' North America Diversity & Inclusion Lawyer of the Year for 2021. She serves on the editorial board of The M&A Lawyer. She recently served on the firm’s Management Committee for eight years.
Catherine is described by Legal 500 US as “excellent, pragmatic, personable, and dedicated.”
$1.3 billion acquisition of the aqua business of Elanco Animal Health;
$680 million acquisition of Harpoon Therapeutics (Nasdaq: HARP);
$11.5 billion acquisition of Acceleron Pharma (Nasdaq: XLRN);
$1.85 billion acquisition of Pandion Therapeutics (Nasdaq: PAND);
$2.7 billion acquisition of ArQule (Nasdaq: ARQL);
€2.1 billion acquisition of Antelliq;
$1.05 billion acquisition of Peloton Therapeutics;
acquisition of Themis Bioscience, a SARS-CoV-2 candidate developer;
$425 million acquisition of OncoImmune; and
multi-year global merger integration with Schering-Plough.
Bristol-Myers Squibb in its:
$14 billion acquisition of Karuna Therapeutics (Nasdaq: KRTX); and
$4.1 billion acquisition of RayzeBio (Nasdaq: RYZB).
Novartis in its up to $2.5 billion sale to Bausch + Lomb of a portfolio of “front of eye” ophthalmology products.
AbbVie in its:
$1.4 billion acquisition of Aliada Therapeutics;
$250 million acquisition of Celsius Therapeutics; and
$255 million acquisition of DJS Antibodies Ltc.
Biogen in its up to $1.8 billion acquisition of Human Immunology Biosciences (HI-Bio).
Incyte in its $750 million of Escient Pharmaceuticals.
Organon in its:
up to $1.2 billion acquisition of Dermavant Sciences; and
$954 million acquisition of Forendo Pharma.
Adtalem in its $1.48 billion acquisition of Walden.
Eaton Corporation in its:
$1.65 billion acquisition of Tripp Lite; and
$2.83 billion acquisition of Cobham Mission Systems.
Astellas in its $3 billion acquisition of gene therapy company Audentes Therapeutics, Inc. (Nasdaq: BOLD).
Emergent BioSolutions in its:
$735 million acquisition of Adapt Pharma and its flagship product, NARCAN; and
$270 million acquisition of PaxVax.
AstraZeneca in its:
$600 million acquisition of Actavis’ branded respiratory business in the U.S. and Canada;
$1.26 billion acquisition of Ardea Biosciences (Nasdaq: RDEA);
up to $4.3 billion acquisition of Bristol-Myers Squibb's interests in the companies’ diabetes alliance in initial consideration and regulatory, launch and sales-related payments;
approximately $3.5 billion strategic diabetes alliance with Bristol-Myers Squibb in connection with BMS’s acquisition of Amylin Pharmaceuticals, including assistance in structuring agreements for the acquisition and operation of Amylin’s diabetes business by AZ and BMS;
acquisition of AlphaCore Pharma by MedImmune, AstraZeneca's biologic arm; and
$325 million divestiture of assets relating to Myalept.
Salix Pharmaceuticals in its:
$2.6 billion acquisition of Santarus, Inc. (Nasdaq: SNTS); and
$300 million acquisition of Oceana Therapeutics, Inc.
Aristocrat Technologies in its:
$990 million acquisition of Big Fish Games, Inc.; and
$1.28 billion acquisition of Video Gaming Technologies.
Boehringer Ingelheim in its:
$880 million sale of Fort Dodge;
$300 million sale of its sterile injectables generics business (Bedford Laboratories); and
acquisition of certain animal health products divested in connection with the Pfizer-Wyeth merger.
Takeda in its acquisition of Intellikine, Inc. for $190 million upfront and up to $120 million in additional potential clinical development milestone payments.
Abbott Laboratories in its:
up to $400 million acquisition of Optimedica;
$410 million acquisition of Evalve, Inc., a medical device developer, by Abbott Vascular; and
$3.7 billion acquisition of Kos Pharmaceuticals, Inc. (Nasdaq: KOSP).
Eli Lilly in its:
up to $1.4 billion sale of the rights to its olanzapine portfolio, including Zyprexa®, to Cheplapharm Arzneimittel GmbH;
acquisition of SGX Pharmaceuticals, Inc. (Nasdaq: SGXP), a San Diego-based biotechnology company; and
divestiture of its Tippecanoe manufacturing facility to Evonik Industries.
The Procter & Gamble Company in its 50/50 joint venture with Inverness Medical Innovations, Inc. for the development, manufacturing, marketing and sale of existing and to-be-developed consumer diagnostic products in a transaction valued at $650 million.
Eisai Co., Ltd. and Eisai Inc. in the:
$130 million acquisition of rights to Zonegran(TM) (zonisamide), an anti-epileptic drug, held by Elan Corporation, plc;
acquisition of four oncology drugs for $205 million from Ligand Pharmaceuticals Inc.;
divestiture of Gliadel to Arbor; and
Morphotek, Inc., a subsidiary of Eisai Inc., in the acquisition of certain assets relating to a proprietary tumor targeting platform from TransMolecular, Inc.
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