Deal Watch: Paul Weiss, Sullivan Cromwell, Linklaters Lead Bayer/Elanco Deal
A bevy of Am Law 200 firms advised on the latest big deals: Elanco bought the animal health division of Bayer AG, VMWare makes two acquisitions, Hasbro buys up eOne and Simply Food gets nutritious.
August 23, 2019 at 06:42 PM
5 minute read
The original version of this story was published on The American Lawyer
Image: Shutterstock.com
The pet health business is big business. And one of its biggest players just got bigger. Greenfield, Indiana-based animal health company Elanco, formerly a division of Eli Lilly, has bought the animal health division of German conglomerate Bayer AG for $7.6 billion, making Elanco the second-largest player in the lucrative field, with 13% market share, according to The Wall Street Journal.
Elanco was represented by Paul, Weiss, Rifkind, Wharton & Garrison, and Frankfurt, Germany-based Hengeler Mueller.
The Paul Weiss team consisted of corporate partners Tarun Stewart, Ariel Deckelbaum, Thomas de la Bastide and David Huntington; antitrust partners Andrew Forman and Rick Rule; intellectual property counsel Jonathan Ashtor; tax partner Scott Sontag; litigation partners David Brown and Roberto Gonzalez; employee benefits partner Andrew Gaines; and real estate partner Mitchell Berg.
Hengeler Mueller did not respond to request for comment.
Bayer was represented by Sullivan & Cromwell, PwC Legal and Linklaters.
The Sullivan & Cromwell team was led by Matthew Hurd, a healthcare and life sciences partner; Carsten Berrar, managing partner of the firm's Frankfurt office and co-chair of the capital markets group; Evan Simpson, London-based general practice group partner; and Mehdi Ansari, a New York-based intellectual property partner.
The Linklaters team was led by Duesseldorf-based antitrust partner Daniela Seeliger and New York-based antitrust partner Thomas McGrath.
PwC Legal, the other Bayer adviser, did not immediately return a request for their deal team makeup.
The combined company will rank just behind Zoetis and ahead of Boehringer Ingelheim in total market share of the pet health industry, according to Germany's Baader Bank.
The Bayer deal, Elanco's largest since going public, will double its pet business and strengthen its presence in emerging markets and in the cattle business, the company told The Wall Street Journal.
Bayer will get $5.3 billion in cash and a $2.3 billion stake in Elanco, which Bayer plans to sell over time.
The sale by Bayer is part of an asset dump as the company deals with the fallout over plaintiff-friendly verdicts regarding its Roundup weedkiller product. Bayer recently sold its 60% stake in industrial park operator Currenta and Coppertone sunscreens. The company also sold its Dr. Scholl's foot-care products brand to Yellow Wood Partners in July. The company is attempting to focus on its core businesses of pharma and agricultural products, according to The New York Times.
In other M&A news:
Hasbro/Entertainment One
Play on. Toymaker Hasbro has agreed to buy fellow entertainment company Entertainment One, owner of the Peppa Pig and PJ Masks kids series, for $4 billion, a 31% premium over the volume-weighted average price, of August 22. Hasbro is going to get about $1 billion toward the deal from equity financing and has entered into a debt commitment letter with Bank of America Merrill Lynch to provide a 364-day senior unsecured bridge loan facility to secure funding of the purchase price.
Cravath, Swaine & Moore, Stikeman Elliott and Freshfields Bruckhaus Deringer for Hasbro/Osler Hoskin & Harcourt and Mayer Brown for Entertainment One
Simply Good Foods/Quest Nutrition
Denver-based Simply Good Foods has acquired El Segundo, California-based Quest Nutrition for $1 billion in cash. Quest, which markets itself as a company that makes "snacks that contain high protein levels with minimal sugars and net carbohydrates", is seemingly a good mix for Simply Foods, which owns the Aktins brand.
Kirkland & Ellis for Simply Foods/Winston & Strawn for Quest Nutrition
Roper Technologies/iPipeline (Thoma Bravo)
Keeping your head in the clouds can be profitable. Just ask iPipeline. The Exton, Pennsylvania-headquartered, cloud-based software solutions company has agreed to be acquired by tech generalist Roper Technologies for $1.65 billion. Currently an investment of private equity firm Thoma Bravo, iPipeline fits the bill of a well-run tech company, which has become the focus of Roper's acquisitions, according to a press release about the deal. iPipeline has more than 150 carriers and 1,350 distributors, according to the company.
Davis Polk & Wardwell for Roper Technologies/Kirkland & Ellis and Lauletta Birnbaum for iPipeline (Thoma Bravo)
VMWare/Pivotal Technologies
VMWare started as a virtual computing software company. But it has grown. Now a digital infrastructure company with its hands in security, networking and virtual workspaces, the tech company has acquired Pivotal Software in a merger consideration that represents an enterprise value for Pivotal of $2.7 billion. Pivotal is in the app developer platform business, and business was good enough for VMWare to come calling. The companies have worked together before, with the development of VMware Pivotal Container Service in February 2018.
Wilson Sonsini Goodrich & Rosati for VMWare/Gibson, Dunn & Crutcher for the special committee of the VMware board of directors/Davis Polk & Wardwell for Pivotal/Latham & Watkins for the special committee of the Pivotal board of directors
VMWare/Carbon Black
Busy week for VMWare. The tech company also announced that it was acquiring Carbon Black, a company focusing on security for connected devices, for $26 per share with an estimated enterprise value of $2.1 billion. Carbon Black claims 5,600 customers and 500 global partners.
Morrison & Foerster for VMWare/Goodwin Procter for Carbon Black
Read More Here:
Deal Watch: Warren Goes After PE, Apple Buys Modems, International Snacks Make Moves
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