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Hogan Lovells Advises Flamel Technologies on Acquisition of Éclat Pharmaceuticals

03 April 2012

WASHINGTON, D.C., 3 April 2012 – Hogan Lovells announced today that it advised Lyons, France-based drug delivery technology company Flamel Technologies (NASDAQ: FLML) on its acquisition of Éclat Pharmaceuticals, a specialty pharmaceutical company based in St. Louis, MO focused on the development, approval and commercialization of niche brands and generic products. Éclat Pharmaceuticals previously was owned by an affiliate of Deerfield Capital L.P., a leading life sciences industry investor. 

“With a team that spanned offices in Baltimore, New York, Washington, D.C., and Paris, we were able to advise Flamel Technologies as the company brought this complex, cross-border life sciences transaction from its preliminary planning stages to realization,” said Asher Rubin, global co-head of Hogan Lovells’ Life Sciences Industry Sector Team, “We were pleased to be part of such an important strategic transaction for Flamel as they add commercial capabilities in the United States as a complement to their existing drug delivery technology platforms.”

“We are pleased that Hogan Lovells was able to provide an array of legal advisory services to our client on this international transaction,” said Ina Brock, global co-head of Hogan Lovells’ Life Sciences Industry Sector Team.

Under the terms of the acquisition, a newly formed U.S. subsidiary of Flamel issued a $12 million senior note to Éclat Holdings, LLC, the former owner of Éclat that is guaranteed by Flamel and its subsidiaries and secured by the equity interests and assets of Éclat. Flamel also issued warrants to purchase up 3,300,000 American Depositary Shares of Flamel and committed to make earnout payments to Éclat Holdings of 20% of the gross profits generated by Éclat launch products.

The team of Hogan Lovells lawyers advising Flamel Technologies spanned the corporate (M&A, securities, finance), tax, regulatory and employment practice areas in both the United States and France and included Allen Hicks (Corporate/Washington), Asher Rubin (Corporate/Baltimore), William Intner (Corporate/Baltimore), Isabelle MacElhone (Corporate/Paris), Nancy O’Neil (Tax/New York), Bruno Knadjian (Tax/Paris), Philip Katz (FDA/Washington), Ellen Chung (FDA/Washington), Cullen Taylor (Intellectual Property/Northern Virginia), Barbara Roth (Employment/New York), Thierry Meillat (Employment/Paris), Ned Purdon (Finance/Washington) and Rik Gadhia (Corporate/Washington).

With more than 350 lawyers serving the pharmaceutical and biotechnology sectors, including many with experience at the FDA and other key agencies and in the industry, and others holding advanced degrees in relevant disciplines, Hogan Lovells offers timely, effective counsel on a wide variety of matters that include product development, approval and post-approval compliance, and the development of next-generation products.

Hogan Lovells’ multidisciplinary team leverages the skills and experience of colleagues in other disciplines—including healthcare compliance (such as coverage, reimbursement, pricing, and fraud and abuse prevention), public policy, intellectual property, corporate and securities law, and litigation—to provide integrated, strategic, and practical advice for successful product development and marketing and effective responses to regulators and competitors. The firm’s global network of 2,300 lawyers in more than 40 offices supports client’s multinational and cross-border strategies, opening their innovations to a global presence that maximizes their potential.

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