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AbbVie’s Top Lawyer to Remain in Role After Allergan Deal Closes (1)

Jan. 9, 2020, 9:08 PMUpdated: Jan. 9, 2020, 9:46 PM

AbbVie Inc.’s law department leader will keep her job when the company completes its $63 billion mega-merger with fellow drug giant Allergan plc in the first quarter of this year.

Laura Schumacher served as general counsel at AbbVie until December 2018, when she was promoted to become the Chicago-based biopharmaceutical company’s first chief legal officer and vice chairman of external affairs. She will now remain in that position after the Allergan deal closes.

AbbVie announced Jan. 8 that Schumacher will be the sole lawyer occupying the C-suite of the combined company, which will predominantly be led by legacy AbbVie executives. Schumacher declined to comment when contacted by Bloomberg Law about the makeup of AbbVie’s post-Allergan law department, noting that only senior executive appointments have been announced publicly.

A LinkedIn profile for Karen Hale, chief compliance officer at AbbVie, shows she shed that role late last year to move into the newly created position of deputy general counsel, where she will oversee opioid litigation and related proceedings stemming from the company’s combination with Allergan.

Perry Siatis, a senior vice president of legal responsible for transactions, alliance management, and research and development, subsequently added the chief compliance officer role to his portfolio.

Siatis and Hale did not respond to requests for comment, but an AbbVie spokeswoman confirmed to Bloomberg Law that they both received their new in-house legal and compliance responsibilities in October.

AbbVie disclosed in a proxy statement last year that Schumacher earned more than $11.38 million in total compensation in 2018. Schumacher also currently owns AbbVie stock valued at $14.56 million, according to Bloomberg data.

Payouts & Retentions

A. Robert Bailey, chief legal officer and corporate secretary at Allergan, was not among those listed this week by AbbVie as part of its new C-suite. Bailey did not respond to a request for comment about whether he will have a role with the combined company.

Allergan, which is headquartered in Dublin, Ireland with U.S. operations based in Madison, N.J., disclosed ahead of its annual shareholders meeting last October that Bailey is entitled to a nearly $9.69 million payout upon the closure of its cash-and-stock merger with AbbVie. Bloomberg data shows that Bailey owns Allergan stock valued at $3.93 million.

Allergan CEO Brenton Saunders, a graduate of Temple University’s James E. Beasley School of Law, is in line to receive a golden parachute valued at $38.67 million, according to the company.

Saunders and Bailey have a history working together in the pharmaceutical sector, having previously been on the same executive teams at Bausch + Lomb, Forest Laboratories Inc., and Allergan predecessor Actavis plc.

Wachtell Lipton Rosen & Katz and Irish law firm Arthur Cox have been counseling Allergan on its merger with AbbVie, which is being advised by Kirkland & Ellis and Irish firm McGann FitzGerald.

Other Appointments

Other companies in the health and wellness space making changes to their legal and compliance departments so far this year include:

  • Adamas Pharmaceuticals Inc. announced Jan. 8 that general counsel, chief compliance officer and corporate secretary Jennifer Rhodes will leave the Emeryville, Calif.-based company. Rhodes joined Adamas, which makes treatments for chronic neurological disorders, nearly four years ago.
  • Akouos Inc., a Boston-based precision genetic medicine company focused on inner ear disorders, announced Jan. 9 its addition of Karoline Shair as senior vice president, general counsel, and corporate secretary. Shair, a former Choate Hall & Stewart and Foley Hoag associate who has spent the past 15 years in in-house roles, most recently served as head counsel of the intellectual property program portfolio at Biogen Inc.
  • AMAG Pharmaceuticals Inc., which is developing iron deficiency anemia treatments for adults, announced Jan. 9 its promotion of general counsel Joseph Vittiglio to chief business officer of the Waltham, Mass.-based company. Vittiglio has served as AMAG’s in-house legal chief since 2015.
  • Immunovant Inc. disclosed in a securities filing last month that general counsel W. Bradley Middlekauff would remain in his role at the New York-based biotechnology company—with an annual salary of $325,000—following the completion of its merger with Health Sciences Acquisition Corp. Middlekauff began his career as an associate at Cooley, which is advising the Immunovant on the combination. He joined the company as legal chief last year.
  • Pieris Pharmaceuticals Inc., a clinical-stage biotechnology company using an artificial protein to fight a slate of diseases, announced Jan. 8 its promotion of general counsel Ahmed Mousa to senior vice president of corporate operations. Mousa, who joined Pieris in early 2016 and became general counsel two years later, will continue to serve as the Boston-based company’s legal chief.
  • Vor Biopharma Inc., a Cambridge, Mass.-based oncology startup, announced Jan. 7 its hire of Amy Mendel as chief legal officer. Mendel began her legal career nearly two decades ago as a patent lawyer at Greenberg Traurig and Boston’s Wolf Greenfield & Sacks and subsequently worked in-house at a handful of pharmaceutical companies, including Allergan predecessor Forest Labs.
(Adds confirmation of new roles for Hale and Siatis in the sixth paragraph.)

To contact the reporter on this story: Brian Baxter in New York at bbaxter@bloomberglaw.com

To contact the editor responsible for this story: Seth Stern at sstern@bloomberglaw.com

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