New England Biz Law Update
Biogen Inc.’s shifting fortunes over the past 18 months have included a restructuring to cut 11 percent of its workforce, an 11 percent revenue increase in 2015, and a constant stream of deals, including acquisitions and licensing arrangements.
With the announcement in July that CEO George A. Scangos is set to leave Biogen in the near future, and news of plans to spin off the company’s hemophilia business, the changes keep coming for the Cambridge-based biotechnology behemoth.
Biogen, which develops therapies for people with serious neurological, autoimmune and rare diseases, reported $2.9 billion in revenue and $1.05 billion in net income for the quarter that ended June 30.
Chief legal officer Susan H. Alexander has been at Biogen for a decade. Her resume also includes stints at law firms and as general counsel at several different companies. At any given time, she leads a Biogen team of about 100, including 63 lawyers and 25 compliance officers.
NEIH’s Sheri Qualters spoke to Alexander about her department’s use of outside counsel and technology, the company’s restructuring, and legislative and regulatory changes affecting Biogen.
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Q. The Altman Weil Chief Legal Officer survey last November indicated that 40 percent of law departments planned to decrease their spending on outside counsel in the upcoming 12 months. Is that something that Biogen has done or plans to do?
A. I find that a hard question to answer. We very much follow what the business is doing. As we do more and more transactional work, then yes, the need for supplemental help from outside counsel helps us out as well. Similarly, in the intellectual property and the litigation arena, this is an active time. That’s another area where we look to our outside counsel. As our business grows, we expect that those needs will continue to grow. It’s not just an absolute we’ll go one way or the other. It really is dictated by the needs of the business.
Q. Are there certain areas of work that Biogen’s legal department has taken in-house in the past year or so?
A. In the past couple of years we’ve added more lawyers, particularly internationally, who have regulatory experience. That’s something that in different places we’ve looked outside for [in the past] but we’ve bolstered that here. Similarly, there are a lot of very elaborate regulations that relate to how medicines are paid for, and we [now] have more of that expertise in house.
Q. What have been the big issues for the company’s legal department in the past year or so?
A. There’s a lot going on with social media and the use of personal information. Privacy is a huge issue, but at the same time so is the need to do research. There are lots and lots and lots of data available, and there are lots and lots of legal issues associated with how you can use that data, and our team is really on the forefront of that. We’ve come up with a number of ways of helping the company manage those things that are often a case of first impression.
Q. How was the legal department affected by, or involved in, the company’s restructuring?
A. We helped the company understand how to go about doing that in a way that was organized as it needed to be. We have always run pretty lean. The department really wasn’t profoundly affected.
Q. A Mitratech study of legal technology spending indicated that large legal departments are most likely to use e-billing, matter management, document management and legal hold software. What about Biogen?
A. We definitely use e-billing. That helps us with managing our costs and spending. And we’re also starting to do more analytics around that to understand how we can change our own practice, make the best use of outside counsel, and keep track of some of the diversity matter measures that are important to us.
We use, certainly, document management and contract management software and e-discovery tools as well. We also use tools for patent docketing and intellectual property management. We certainly use matter management from time to time, but we’re still trying to figure out how exactly to make the best use of matter management.
Q. Is there a category of legal technology that is cutting-edge and changing how you work?
A. We’re heavy users of Skype for Business. We’re all over the globe, and we leverage that technology in order to get [together with] our colleagues in different places. [Also], things like e-discovery and diligence tools let us be efficient and be satisfied that we’re getting all the information that we need.
There’s still room for more federated collaboration tools [because] a lot of collaboration tools work best with a firewall. You want to have 15 firms use your tools, but you don’t want them to be able to see each other’s work. You want it to be seamless on both sides, and ideally it integrates with your billing and your document management. That’s not quite as simple or easy right now as it will be very soon.
Q. What drew you to Biogen?
A. I had maybe a more diverse background than some. I had been in the life sciences for a long time [as general counsel], and I had some exposure to that in private practice. The opportunity to apply what skills I have to the mission of this company and to help people who were in need is just incredibly gratifying. To be a corporate lawyer and to actually feel you’re making a difference in people’s lives in a very personal way is just unbelievably compelling. Sometimes we take on projects that are really impossible ones to solve, and we don’t solve them, but we double down and go back again when it doesn’t work.
Q. Since you don’t have a science background, do you look for that in a certain percentage of the lawyers you hire?
We look for a mix. We don’t want anybody who has any one particular type of background or view. We’re always attracted to people who have that drive and curiosity and who are willing to apply it in a way that’s going to help our patients. We have lots of people who are very deep in the life sciences background and people who are less deep.
Q. Biogen has diversity and inclusion programs, and you mentioned using technology to track diversity on legal matters. Are there law firms you did not hire or stopped giving work to because they were not meeting certain diversity standards?
A. We’ve done things with different firms at different times to help foster diversity within our own team and their team. There are some firms you’ll look at, and if there was a level playing field, they would be more diverse than they are. We’re still happy to work with those teams to have them understand there is not enough of an openness there to feel comfortable that either we’ll get the right legal product or that they are creating the right work environment for us or them.
Q. The U.S. Department of Labor’s recent revision to overtime regulations expanded the circumstances under which companies must pay overtime, and both chambers of the Massachusetts Legislature have passed a pay equity bill. How does Biogen expect to change its policies to comply with those developments?
A. Compensating all our employees well and fairly has always been a priority for Biogen and evidenced in our practices. As a result, I don’t anticipate much of an impact.
Q. Massachusetts lawmakers are weighing noncompetition legislation that contains strict timelines about notifying prospective employers about the terms of an agreement and different “garden-leave clauses,” which would require an employer to compensate a worker who cannot work due to a noncompete. What is Biogen’s position on those provisions and on the legislation?
A. We have many employees that are already subject to the varying laws of other jurisdictions. Our practices follow and change as those laws do — here and elsewhere.
