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FTC Targets Reporting of Licensing of Pharmaceutical Patents With Special Rules for Premerger Notification: What You Need to Know

On November 15, 2013, the Federal Trade Commission (“FTC”) adopted special rules for determining whether “exclusive” licenses of pharmaceutical patents are required to be reported to the FTC and the Antitrust Division of the...more

Antitrust agencies amend premerger notification rules to clarify reporting of certain acquisitions of exclusive patent rights in...

The US Federal Trade Commission, with the concurrence of the Antitrust Division of the US Department of Justice, has amended the premerger notification rules to clarify when a transfer of exclusive rights to a patent or part...more

FTC Announces Amendments to Hart-Scott-Rodino Rules Regarding Pharmaceutical Patent Licenses

The Federal Trade Commission (FTC) has announced revisions to the rules under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR) that will apply to certain transactions involving the transfer of patent rights in...more

FTC Finalizes Amendments To HSR Rules Regarding Transfer Of Exclusive Patent Rights In The Pharmaceutical Industry

The Federal Trade Commission (FTC) has finalized certain amendments to the Hart-Scott-Rodino (HSR) premerger notification regulations clarifying the scope of reportable transactions involving transfers of patent rights in the...more

FTC Expands the Scope of Pharmaceutical Licensing Transactions That Will Be Subject to Premerger Review

The Federal Trade Commission (FTC) recently announced that it has finalized amendments to the premerger notification rules (HSR Rules) that provide a framework for determining when a transaction involving the transfer of...more

FTC Broadens Notification Requirements for Transfers of Pharmaceutical Patent Rights

The Federal Trade Commission (FTC) has revised the rule for determining when a transfer of exclusive rights to a patent in the pharmaceutical industry (including biologics and medicine manufacturing) results in a potentially...more

Finalized Amendments to Premerger Notification Rules Will Impact Pharma Companies

Pharmaceutical companies that use exclusive patent licenses to bring drugs and medicines to market must now notify the U.S. antitrust agencies of more of these types of licensing transactions and await approval before...more

FTC Orders Greater HSR Reporting of Patent Licenses in the Pharmaceutical Sector

Background. One item on the negotiation checklist for patent licenses in the pharmaceutical sector is compliance with the U.S. Hart-Scott-Rodino (“HSR”) Premerger Notification Rules. The HSR rules require that certain patent...more

HSR Act Rules Expand For Pharmaceutical Licensing Agreements

Rules from the Federal Trade Commission include new requirements for reporting pharmaceutical patent transfers. On November 6, the Federal Trade Commission (FTC) released finalized amendments to the premerger...more

Changes to FTC Premerger Rules Expand HSR Notification Requirements for Pharmaceutical Patent License Transactions

Yesterday, the U.S. Federal Trade Commission (“FTC”) issued its final rule (the “New Rule”) to the Hart-Scott-Rodino (“HSR”) Act Premerger Notification Regulations to clarify and expand the coverage of the HSR Act to patent...more

FTC Issues Premerger Notification Review Changes for Pharmaceutical Patent License Transfers

The Federal Trade Commission (FTC) issued final changes to the premerger notification rules to expand the circumstances that require pharmaceutical industry companies to report proposed acquisitions of exclusive patent rights...more

FTC Announces Amendments to HSR Rules Regarding the Transfer of Pharmaceutical Patent Rights

The Federal Trade Commission has announced an amendment to the premerger notification rules under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “Act”), which will require increased reporting of...more

Final FTC Rules Will Generate More HSR Filings for Transfers of Pharmaceutical Patent Rights

The U.S. Federal Trade Commission (FTC) announced final changes to the Hart-Scott-Rodino (HSR) Act premerger notification rules that will broaden the circumstances under which parties must file premerger notifications in...more

Buyer Risk Management Strategies During M&A Activities

Brian Von Hatten, Scott & Scott, LLP attorney, suggests buyers considering purchasing assets of another entity use strategies for limiting risk exposure involving intellectual property and license agreements. ...more

Seller Risk Management Strategies During M&A Activities

Sellers may inadvertently violate the terms of a license agreement or take on liability to a buyer or software publisher when dealing with software licensing. Scott & Scott, LLP Attorney, Brian Von Hatten, shares risk...more

When Is a Non-Binding Term Sheet or Letter of Intent Enforced as a Binding Contract?

In almost all corporate transactions, the first piece of written documentation the parties exchange and execute (after a non-disclosure agreement) is a letter of intent or term sheet (“LOI”), which is intended to summarize...more

Managing Risk for Licensing Agreements During Merger Activities

Scott & Scott, LLP attorney, Brian Von Hatten, says an inadvertent transfer of a software license in an M&A transaction may result in significant penalties, including but not limited to relicensing the software already...more

The Antitrust Review Of The Americas 2013: US: Recent Developments in Intellectual Property Antitrust Law

United States antitrust laws seek to encourage free and open competition by preventing exclusionary conduct that threatens the competitive process. Intellectual property rights (IPR) laws, by contrast, are designed to...more

Securing Patent Value for Israeli Medical Technology Companies

Israel is a leader in medical technology and life sciences innovation. Though the life sciences industry in Israel is young, it is growing fast: in the last 15 years the industry has expanded from just over 180 life sciences...more

IP Assets in M&A by Richard Hsu [Video]

Richard Hsu, a technology transactions and intellectual property partner in the Mergers & Acquisitions Group at Shearman & Sterling, discusses how to handle various buckets of IP in a typical assest style carve out M&A deal. ...more

Choice of Law Is Not Just Boiler Plate

Scott & Scott, LLP attorney, Brian Von Hatten, writes that although choice of law provisions are usually very brief, these provisions can end up having a large impact and should be given consideration during the negotiation...more

When a Non-binding Term Sheet Becomes Binding

Tire-kickers, prevaricators and those who might otherwise agree on a term sheet with little intention of closing the deal beware: A “non-binding” term sheet is sometimes binding....more

Antitrust and Competition Newsletter - June 2013

Competition and Innovation: Application of European Competition Law to a Rival’s Demand for Access to a Competitor’s Data - The Internet has given rise to information-based businesses that create value by accumulating...more

Robert J. Scott & Brian Von Hatten Present Strafford CLE Webinar “M&A

Scott & Scott, LLP attorneys, Robert J. Scott and Brian Von Hatten, present Strafford CLE Webinar "M&A Transactions and Software License Due Diligence” on June 20th....more

Meso Scale Diagnostics, LLC v. Roche Diagnostics GmbH, C.A. No. 5589-VCP (Del. Ch. Feb. 22, 2013) (Parsons, V.C.)

In this memorandum opinion addressing defendants’ motion for summary judgment, the Court of Chancery dismissed plaintiffs’ claim that a reverse triangular merger constituted an assignment of rights in breach of a contractual...more

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