James Bergin LLM ’93
A deal lawyer on the pandemic’s front lines
James Bergin has spent most of the past two years negotiating and drafting agreements to get Johnson & Johnson’s COVID-19 vaccine to the world’s most vulnerable people.
When the new strain of coronavirus emerged and the threat it posed was becoming apparent in early 2020, Bergin was vice president of legal for Johnson & Johnson Innovation, whose JLABS unit supports over 700 startup companies in innovation hotspots around the world. In the legal department, he says, “it was all-hands-on-deck helping keep our incubators open during local and state shelter-in-place laws and allow over 50 of those startups to work on COVID-19 countermeasures.”
The longtime deal lawyer took on an even more direct role on COVID-19 — and got a front-row seat to history — when he became the first vice president of law for Johnson & Johnson Global Public Health in May 2020. He has since worked with multilateral organizations, governments, and pharmaceutical industry peers on policy initiatives to encourage governments to incentivize the development, testing, and worldwide deployment of COVID-19 vaccines and to ensure the equitable distribution of his company’s single-dose vaccine, in particular.
Now Bergin, whose unit also supports the distribution of vaccines and medicines for such other infectious diseases as Ebola, HIV, and tuberculosis, stays informed at a granular level on COVID developments around the world. With a team of colleagues, he is involved in direct negotiations with COVAX, the multinational framework established to support equitable global access to COVID vaccines. While richer countries pay for their doses, COVAX provides donor-funded vaccine doses for free to 92 low- and middle-income countries and non-governmental organizations working with vulnerable stateless populations, he explains.
Bergin has also been on the team that facilitated the U.S. government’s donation of tens of millions of doses of the J&J COVID-19 vaccine to more than 30 countries, and he directly negotiated an agreement with the African Union’s Vaccine Acquisition Trust to purchase it for 43 member states and seven Caribbean Community countries. He notes that sales of the company’s vaccine during this emergency pandemic period are made only to governments and organizations on a not-for-profit basis.
“I’ve been really privileged to have this opportunity to try to help end this pandemic,” says Bergin, a member of the Law School’s International Advisory Board who received the Law Alumni Association’s International Alumni Award in 2019. “I also can’t believe how well my time at Duke and my career prepared me for this moment.”
Bergin has been a deal lawyer throughout his 24 years at J&J and earlier in private practice in his native Australia and in New York. He held leadership posts and handled contracting and complex transactions across seven J&J companies, led some of the largest acquisitions in the company’s history, and served as counsel for the pharmaceutical business covering the Asia-Pacific region before joining the Johnson & Johnson Innovation unit in 2015.
Having grown up on military bases along the east coast of Australia, Bergin studied law at Macquarie University in Sydney before joining Allens, a venerable international law firm, where he spent yearlong rotations in practices that included real estate, mergers and acquisitions, and insurance. “It was with the insurance group that I first got a taste of health care,” he says.
Encouraged by his firm to pursue an LLM abroad, he was persuaded to choose Duke Law over a number of programs in the U.K. and U.S. by a University of Sydney law professor who had spent a year at Duke and was certain that it would be the right place for him. It was.
“I learned about securities regulation with Professor [James] Cox and had other great mentors and teachers like Deborah DeMott and Walter Dellinger,” says Bergin, who was president of the International Bar Association and also played rugby on the Duke graduate students’ team. “I had a blast.” He also got “very, very lucky” when the practitioner teaching a seminar in advanced securities regulation, Bob Hart ‘69, invited him to interview for an opening at his white-shoe New York law firm, Donovan, Leisure, Newton & Irvine.
Over four years at the firm, Bergin gained deep experience in mergers and acquisitions and venture capital transactions and did a lot of work with China “before it was cool,” largely due to the connections partner Edward Cox made when he accompanied his father-in-law, Richard Nixon ’37, on his groundbreaking 1972 presidential trip. “I learned venture capital work from him,” Bergin says of Cox. Several of the startups he worked on were in health care.
Recruited to J&J on the basis of that expertise, he made the move in November 1997 and calls its timing another stroke of luck: Donovan, Leisure unexpectedly dissolved several months later.
From day one Bergin found J&J’s law department and the company’s decentralized structure a good fit for him. “You would be assigned to a specific business and you would have to learn that business and be prepared to advise its leadership on its investments, its M&A, its employment law, and its litigation,” he says. “Johnson & Johnson is one of the most complicated companies you’ll ever get to work with. If you make it your mission to understand every little thing about how the company works, it ends up making you effective at getting things done.”
Bergin started at McNeil Specialty, a company that produced consumer products with a health angle such as, at the time, Splenda and Lactaid, and then worked with a joint venture focused on developing over-the-counter versions of prescription medications. He then joined Johnson & Johnson Health Care Systems, Inc., as lead lawyer and secretary, overseeing a contracting group responsible for the parent company’s biggest customers, including the U.S. government, hospital purchasing groups, and pharmaceutical benefits organizations. “It was very exciting to be on the board of that company,” he says.
A “happy accident” brought his focus back to M&A when, in 2006, J&J successfully bid on Pfizer’s consumer health care unit and another legal team was busy with a different acquisition. Bergin was tapped to lead the $16.6 billion deal, the biggest in the company’s history to that point, after which he spent six years heading a group of lawyers who handled all the deals for J&J’s medical device sector. That culminated, in 2012, in his leading the $21 billion acquisition of the Swiss orthopedic device maker Synthes, Inc.
Feeling ready to step away from M&A at that point, he took a post in Singapore as regional counsel for the pharmaceuticals group, serving on a leadership team that had to take into account the diverse health care needs of 24 nations, both developed and developing. Doing so conferred useful insights that he could not have picked up in the U.S., he says, using a hypothetical prostate cancer drug that adds six months to life expectancy as an example: While it might be in high demand in such developed countries as Australia and Japan, it would be less so in developing nations where life expectancy is lower but other diseases, such as tuberculosis, are prevalent. “Those basic diseases have to be prioritized over cancer,” he says.
Returning stateside as legal chief for the Johnson & Johnson Innovation unit allowed Bergin to return to his venture capital roots and experience helping entrepreneurs try to “take early science and solve all sorts of problems through innovation.” That has continued in his current post with the Global Public Health unit, where his first assignment was to draft a contract with the World Health Organization (WHO) for a novel iris-scanning and interconnected telephone and messaging system that reminds people to come back for their second dose of the J&J Ebola vaccine and ensures it is administered to the same person. The system is used whenever a country has an Ebola outbreak.
For more than a year, Bergin has served as co-chair of the International Federation of Pharmaceutical Manufacturers & Associations’ Vaccines Legal Committee, which advocates for and supports countries in developing vaccine injury compensation systems to encourage citizens to take vaccines as a pillar of pandemic preparedness. He points out that the number of countries to implement such injury compensation systems jumped from 26 to more than 145 as the pandemic unfolded, most spurred by WHO’s creation last February of a no-fault compensation system for its COVAX Facility. The same group advocates for appropriate limitations on liability for all those involved in the development, manufacture, distribution, and use of vaccines — an essential part of incentivizing the development of new vaccines and countermeasures to combat the next pandemic, he says.
“The risk of litigation disincentivizes people to step forward in the event of a pandemic, especially small companies with limited resources. When you explain it to a government like that, they get it immediately because they want small and big companies alike to set up business in their country and do the science work to prevent pandemics.”
Bergin describes his work on COVID as easily the most rewarding effort of his professional life, taking particular satisfaction in seeing the vaccines flowing on the contracts he helped put in place for up to 900 million residents of low and middle-income countries.
“I have never seen close up how the whole world galvanized to fix a problem,” he says. “It’s been fascinating to watch how governments, international organizations, and individual countries come together to deal with COVID and how they have worked with the private sector, including manufacturers like us, and with distributors and health care providers. And as we get more and more jabs in arms — it’s just very rewarding to watch that happen and be a small part of ending a pandemic.”