GlaxoSmithKline - major three-part interconditional transaction with Novartis

  • 22 Apr 2014

Slaughter and May is advising GlaxoSmithKline (GSK) on its major three-part interconditional transaction with Novartis announced on 22 April 2014. The transaction involves:

  • GSK and Novartis combining their respective Consumer Healthcare businesses to form a new world-leading Consumer Healthcare business. GSK will have majority control with an equity interest of 63.5%
  • GSK acquiring Novartis' global Vaccines business (excluding influenza vaccines) for an initial cash consideration of US$5.25 billion with subsequent potential milestone payments of up to US$1.8 billion and ongoing royalties
  • GSK selling its marketed Oncology portfolio, related R&D activities and rights to its AKT inhibitor and also granting commercialisation partner rights for future oncology products to Novartis for an aggregate cash consideration of US$16 billion (of which up to US$1.5 billion depends on the results of the COMBI-d trial)

The transaction is expected to complete during the first half of 2015 subject to approvals.

Slaughter and May is supporting GSK's internal legal team, which is led by Dan Troy, Chip Cale, Antoon Loomans, James Ford, Paul Noll and Edward Gimmi. Cleary Gottlieb Steen & Hamilton LLP is advising on anti-trust matters. Niederer Kraft & Frey is advising on Swiss law matters.




Corporate and Commercial: Simon Nicholls (partner), Gavin Brown (partner), Richard Smith (partner), David Johnson (partner), Susannah Macknay (associate), Chris Bulger (associate), Sally Wokes (associate), Philip Linnard (associate), Anthony Doolittle (associate), Claire Jackson (associate), Ben Magahy (associate), Nikhil Shah (trainee), Guy Arnold (trainee), Justin Chan (trainee), Lauren Pringle (trainee), Catriona Chau (trainee); Competition: Bertrand Louveaux (partner), Jordan Ellison (associate); Intellectual Property: Susie Middlemiss (partner), Hardip Shokar (associate), Laura Houston (associate), Marianne Helps (associate), Mark Ellis (associate), Sarah Mateen (associate), Richard McDonnell (associate); Tax: Dominic Robertson (associate), James Hume (associate), Emma Game (associate), Alexander Berend (associate); Pensions and Employment: Sandeep Maudgil (partner), Eleanor Hart (associate), Sarah Ferguson (associate), Alison Smullen (associate), Nicholas King (trainee); Real Estate: David Waterfield (partner), Simon Bartle (associate); Financing: Guy O'Keefe (partner), Andrew Williams (associate)

Cleary Gottlieb Steen & Hamilton LLP: George Cary, Kathleen Bradish, Patrick Bock

Niederer Kraft & Frey: Philipp Haas, Andreas Casutt, Laurence Uttinger

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