Skadden faces Shearman as Taro and Sun fight it out in the courts
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Skadden faces Shearman as Taro and Sun fight it out in the courts

Bar & Bench

Israeli pharma company Taro Pharmaceuticals has filed a lawsuit against India’s largest pharma company, Sun Pharma, in the US District Court for the Southern District of New York. The suit alleges Sun’s failure to disclose the recent action by the U.S. Food and Drug Administration against Sun’s US subsidiary Caraco Laboratories. Taro claims, among other things, that Sun has misappropriated confidential information pertaining to Taro and is misusing said information. Taro is being represented by Skadden Arps, while Shearman & Stirling are appearing on behalf of Sun Pharma.

Israeli pharma company Taro Pharmaceuticals has filed a lawsuit against India’s largest pharma company, Sun Pharma, in the US District Court for the Southern District of New York. The suit alleges Sun’s failure to disclose the recent action by the U.S. Food and Drug Administration against Sun’s US subsidiary Caraco Laboratories. Taro claims, among other things, that Sun has misappropriated confidential information pertaining to Taro and is misusing said information. The suit further claims that Sun is spreading press reports of a plan to move Taro manufacturing to India.

Taro Pharma had signed a $454 million merger agreement in 2007 with Sun. However, Taro unilaterally terminated the agreement a year later, alleging that the deal was at a discounted valuation. The Levitt family, who were the promoters of Taro, had opposed the takeover bid. Sun Pharma has been fighting a legal battle since the termination of the agreement in May 2008, to force the Israeli company to honour the deal. A dispute regarding the tender offer is pending before the Israeli Supreme Court.  The Supreme Court is hearing an appeal after Judge Dr. Michal Agmon-Gonen of the Tel-Aviv District Court ruled in Sun’s favour and said that it was “disingenuous” for Taro’s directors to claim now, over a year after they had approved the transaction, that a special tender offer was required. The court stated that the directors should have “studied the agreements” prior to their being signed, and should have confirmed then that they were in the company’s best interest. The court stated that the directors cannot claim now that they had suddenly decided a special tender offer was necessary.

Litigation partner Alan Goudiss of Shearman & Sterling is representing Sun in the case filed in the New York Court. The team comprises a battery of lawyers from Shearman, including M&A partners Peter Lyons and Alberto Luzárraga, Antitrust partner Kenneth Prince, and Tax partner Don Lonczak. In Israel, Aaron Lampert and Yoav Razin of Naschitz of Brandes & Co are appearing for Sun.

Skadden, Arps, Slate, Meagher & Flom are assisting Taro in its merger agreement and the litgations arising out of the merger agreement. M&A lead partner Jeffrey Tindell, and Litigation Partner Douglas Kraus, Banking Partner Seth Jacobson, Antitrust Partner Steve Sunshine, Tax Partner Sally Thurston, Counsel Brian Mohr, and Associates Paolo Cioppa, Daniel Fisher, Norah Guequierre, Jeremy Hall, Jennifer Hopkins, Uri Jurist, Matthew Kriegel, and Valarie Merrick are on the team for Taro. In Israel, Taro is being represented by David Shapiro of Yigal Arnon & Co.

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