Court Clears Way for J&J to Sue Over Failed Guidant Deal


A U.S. court dismissed some claims in a lawsuit filed by Johnson & Johnson over its failed bid for Guidant.

In a ruling made public Thursday, U.S. District Judge Gerard Lynch in Manhattan granted a motion by defendant Abbott Laboratories to dismiss it from the lawsuit.

But Lynch denied a request by Boston Scientific and Guidant, which Boston Scientific acquired, seeking dismissal of a J&J claim against Guidant for breach of contract.

He granted dismissal of a claim against Boston Scientific for interference with contract and a claim against Guidant for breach of an implied duty of good faith and fair dealing.

"This case arises from a proposed merger that left plaintiff Johnson & Johnson with a broken heart," Lynch wrote in his 43-page ruling, dated Wednesday.

J&J sued Boston Scientific and Abbott in September 2006 seeking at least $5.5 billion in damages related to J&J's failed bid for Guidant, a medical device maker.

Abbott played a secondary role in the deal, buying Guidant's vascular business, including heart devices called stents that are used to prop open arteries that have been cleared of plaque.

Stents are Boston Scientific's main business, and there had been concerns that its acquisition of Guidant's stents would raise antitrust concerns that could endanger Boston Scientific's plan to buy Guidant.

The J&J suit alleged that Guidant gave confidential information to Abbott, and that this ultimately led to Boston Scientific winning the battle to acquire Guidant for $27 billion.

"We're pleased that the majority of the claims were dismissed," a Boston Scientific spokesman said, adding the company continues to believe the remaining claim is without merit.

A J&J spokesman declined comment, saying the company was reviewing the court ruling.

Guidant originally agreed to be acquired by J&J, a diversified health-care company. It paid J&J a termination fee of $705 million to walk away from the deal.

J&J claimed it was entitled to further damages from Guidant, as well as from Boston Scientific and Abbott. All three defendants had moved to have the suit dismissed.

Safety concerns involving both stents and other heart devices sold by Boston Scientific, as well as massive debt from the Guidant deal, have prompted a major fall in Boston Scientific's share price.

Some analysts, consequently, have suggested J&J dodged a bullet by failing to acquire Guidant.

J&J shares were down 5 cents to $61.81, Boston Scientific stock was down 15 cents at $12.70, and Abbott was down 6 cents at $51.43, all in midday trading on the New York Stock Exchange.