WHEN THE PEOPLE ARE THE ASSET
M&A HR Support for Pharma and Biotech Transactions in Europe
In most transactions the workforce is a cost line. In a pharma or biotech deal it is closer to the asset itself: the scientists who built the pipeline, the regulatory staff whose names sit behind the licenses, the launch team the revenue plan assumes. A European transaction adds transfer rules that read differently for a share deal, an asset deal, and a license, plus consultation duties in several of the countries the target touches. And every week the people side stays unresolved is a week a key person can take a recruiter’s call.
THE VALUE WALKS ON TWO LEGS
What Pharma Deals Risk That Other Deals Do Not
Price a manufacturing target and you are valuing plants and order books. Price a biotech and you are largely valuing people: a research team that cannot be rebuilt on any reasonable timeline, regulatory and pharmacovigilance staff that European regulators expect to be named and in post, and a commercial organization sized for a launch that has not happened yet. If a handful of those people resign between signing and the first integration meeting, the deal you closed is not the deal you modeled.
The deal structure decides how hard the people side is. A share purchase keeps employment in place but inherits every contract, works agreement, and equity promise as it stands. An asset or licensing deal is harder to read: whether employees transfer automatically, must be re-hired, or fall somewhere in between depends on how each country applies its transfer-of-undertakings rules to what is actually being bought. Deal teams routinely discover this question late, after the structure is fixed and the answer is expensive.
Our senior consultants sit on the people side of the transaction from diligence onward: quantifying what the workforce is worth and what it costs, resolving the transfer question country by country before it becomes a closing condition, and building retention around the named individuals the deal is priced on. That judgment comes from 25 years of European HR operations across 250+ companies, and nowhere does it earn its keep faster than in a pharma deal.
Years of Experience
27+
Countries
ONE PROGRAM, FOUR PHASES
How We Run the People Side of a Pharma Transaction
People and Critical-Role Diligence
Step 1
- The scientific, regulatory, and commercial headcount mapped by value to the deal, not just by cost
- Roles regulators require to be filled identified, with the succession exposure behind each name
- Equity, bonus, and retention obligations quantified before they surprise the model
Retention and Transfer Strategy
Step 2
- The transfer route resolved per country for the deal’s actual structure: share, asset, or license
- Retention terms designed for named critical people before the transaction is announced
- Consultation and notification duties sequenced with counsel so signing and closing hold their dates
Close and Continuity
Step 3
- Contracts, registrations, and payroll live in every country the people land in
- Regulator-required roles seated and documented from the first day of new ownership
- A named consultant answering employee questions in local language from announcement day
Integration at Program Speed
Step 4
- Terms, benefits, and policies aligned on a sequence that respects consultation duties
- Hiring support where the plan says the team grows: medical, field, and launch roles across countries
- A working structure handed to your HR leadership, or carried forward under our retained HR services
Over the past 15 years, we have served 250+ clients
WHAT THE DEAL TEAM GETS
What You Have in Hand at Each Phase
Built around your transaction, whether the clock is a close date or a launch date.
A people-risk and retention picture priced into the deal, with critical roles named
The transfer route and consultation sequence for every country the transaction touches
Scientists, regulated roles, and launch teams employed, paid, and informed at close
An integration and hiring ramp that keeps the team the deal was priced on
BUILT FOR REGULATED HEADCOUNT
Who Brings Us Into the Transaction
Acquirers and in-licensors
CHROs, heads of European HR, and corporate development leads at pharma and biotech companies buying a company, an asset, or a pipeline with European teams attached, where the diligence question is as much about people as about science.
Clinical-to-commercial scalers
Commercial and clinical operations leaders, with their general counsel and CFO, whose European launch depends on medical, regulatory, and field teams existing in multiple countries by a date the corporate plan has already published.
Bring HR Into the Deal Room
SCOPED TO YOUR TRANSACTION
Three Ways to Engage on a Pharma Deal
Tier 1: People and Critical-Role Diligence
The workforce priced before terms are final:
- Scientific, regulatory, and commercial headcount reviewed across every target entity
- Regulator-required roles, key-person exposure, and retention obligations quantified
- A findings report the deal team can take into negotiation
For deal teams that need to know what the people are worth, and what keeping them will cost, before the price is set.
Tier 2: Deal Execution and Continuity
The people moved with the transaction:
- Everything in People and Critical-Role Diligence
- Transfer routes, retention terms, and consultations executed inside the deal calendar
- Employment, payroll, and regulator-required roles in place in every country at close
For transactions where the people must arrive with the asset, on the date the documents say.
Tier 3: Transaction to Launch
One senior team across transaction and build-out:
- Everything through close and continuity
- Integration of terms and policies sequenced around consultation duties
- Hiring support as medical and commercial teams grow toward launch
For companies whose transaction is the start of a European expansion, not the end of one.
TESTIMONIAL
From Life Sciences Teams That Built in Europe
I’ve been using Europe HR Solutions in countries where the team size doesn’t justify hiring a local HR professional, allowing us to maintain a lean HR organization. This solution has been fantastic, offering a high level of expertise. Not only do I benefit from exceptional support, but the HR consultants also provide valuable insights into best practices. The team is engaged, available, and knowledgeable. I highly recommend their services to any company seeking top-quality HR support.
Anouck Cerdan Boillat
Head of People at BridgeBio
Frequently Asked Questions Pharma Deal Teams Ask Us
1. Do European employee transfer rules apply to an asset or licensing deal?
Sometimes, and the answer differs by country and by what the deal actually transfers. Transfer-of-undertakings rules follow the business activity, not the legal form, so an asset or license deal can still move employees automatically in one country while requiring re-hiring in the next. We resolve this per country during diligence, because it changes cost, timeline, and sometimes the structure itself.
2. How do we keep key scientists and regulated roles from leaving during the deal?
By treating retention as deal work, not post-close work. The individuals the valuation depends on are identified in diligence, retention terms are designed within each country’s rules on bonuses and equity, and communication is planned so those people hear about their future from you before they hear about the deal from the press.
3. What does people diligence look at in a pharma or biotech target?
Beyond contracts and cost: who actually holds the science and the licenses, what regulators require to stay filled, how equity and bonus plans behave on a change of control, which countries carry consultation duties, and what the workforce will cost to keep versus what the model assumed. The output is a report the deal team can negotiate from.
4. Our timeline is set by a launch, not a deal. Does this apply to us?
Yes. A clinical-to-commercial build-out runs on the same mechanics: employment infrastructure per country, regulated and medical roles in place by fixed dates, and hiring at pace without compliance shortcuts. The clock is a launch date instead of a close date; the discipline is the same.
5. The target's team spans several countries with works councils. How does that affect signing and closing?
In some countries employee representatives must be informed or consulted before a transaction can be signed or completed, on timelines the deal calendar has to absorb. We map those duties in diligence and sequence them with your counsel so consultation shapes the calendar early instead of stopping it late.
6. What happens to the equity and bonus plans employees hold in the target?
They rarely survive a transaction unchanged. Unvested awards, change-of-control clauses, and country-specific tax treatment all decide whether plans roll over, pay out, or need replacing, and for key people the answer is often the retention plan itself. We quantify this in diligence so the cost sits in the model, not in a post-close surprise.
Contact us for a
Free Consultation
Europe HR Solutions brings 25 years of European HR experience to pharma and biotech companies in transaction or expansion. We work directly with the deal, HR, and operations leaders responsible for the people the plan depends on.
Consider this…
- Are you buying a company, an asset, or a pipeline with European employees attached?
- Does the deal’s value depend on named scientists, regulatory staff, or a launch team staying?
- Do you know which countries will treat your asset or licensing deal as an employee transfer?
- Is a launch date forcing you to build medical and commercial teams across Europe in parallel?
- Do retention, transfer, and consultation all have to happen inside the deal calendar?
Learn more about the services offered by Europe HR Solutions.