Cooley Secures Decisive Victory on Behalf of Horizon Therapeutics in Connection With Its $27.8 Billion Acquisition by Amgen

Washington, DC – September 8, 2023 – Cooley successfully defended long-time client Horizon Therapeutics, a specialty biopharmaceutical company, against a US Federal Trade Commission (FTC) legal challenge to Amgen’s proposed acquisition of Horizon for $27.8 billion.

The FTC filed suit in May 2023 to block the transaction on the novel antitrust theory that it would allow Amgen to leverage its portfolio of “blockbuster” medicines to “entrench the monopoly positions” of two Horizon rare disease medicines – TEPEZZA, which treats thyroid eye disease, and KRYSTEXXA, which treats chronic refractory gout. Six states joined the litigation in an amended complaint filed in June 2023.

On August 21, 2023, Horizon and Amgen submitted their opposition to the FTC’s motion for a preliminary injunction, demonstrating that the FTC’s theory was divorced from real-world facts and decades of legal precedent, and that the transaction would in fact produce concrete benefits for patients suffering from rare diseases.

Ten days later, on September 1, 2023, the FTC, state attorneys general, Horizon and Amgen announced entry into a settlement agreement that fully resolves the lawsuit and clears the path for Horizon and Amgen to close the transaction, which is the third-largest, all-cash transaction in the pharmaceutical sector in history.

The case is Federal Trade Commission v. Amgen Inc., et al. before the US District Court for the Northern District of Illinois (1:23-cv-03053).

Cooley’s antitrust team worked closely with Horizon from the inception of the transaction. Jacqueline Grise and David Burns led the FTC merger review – along with antitrust associates Amanda Griggs and Richard Lee – and partnered with Ethan Glass, Matt Kutcher, Michael Berkovits and many others in defending the litigation. Cooley’s M&A team looks forward to continuing working with Horizon through closing.

The victory earned the team a Litigator of the Week accolade in The American Lawyer’s Litigation Daily column.

Cooley has been Horizon’s trusted legal partner for more than a decade, taking the company public in 2011 and representing it in multiple acquisitions, including its 2021 acquisition of Viela Bio for $3 billion. More broadly, Cooley has worked with Horizon since 2008 on all aspects of its business, from corporate matters, securities transactions, debt transactions and business development transactions – including M&A and strategic partnering – to antitrust and regulatory counseling, compensation and benefits, employment, patent, tax, securities litigation, commercial and intellectual property matters.

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