Permira’s $2.4 Billion Acquisition of Cambrex Corporation

Morgan Stanley & Co. LLC is acting as exclusive financial advisor and Kirkland & Ellis, LLP is serving as legal advisor to Cambrex. RBC Capital Markets is acting as exclusive financial advisor and provided committed debt financing to the Permira funds and Skadden, Arps, Slate, Meagher & Flom, LLP is serving as legal advisor to the Permira funds.

Cambrex Corporation (NYSE: CBM), the leading small molecule company providing drug substance, drug product and analytical services across the entire drug lifecycle, has signed a definitive agreement to be acquired by an affiliate of the Permira funds in a transaction valued at approximately $2.4 billion, including Cambrex’s net debt.

Under the terms of the merger agreement, Cambrex shareholders will receive $60.00 in cash for each share of Cambrex common stock, which represents a 47.1% premium to the August 6 closing stock price and a 37.3% premium to the 60-day volume weighted average closing price leading up to this announcement.

Cambrex has grown to become the premier contract development and manufacturing organization in the small molecule space over the last several years. The recent acquisitions of Halo Pharma in 2018 and Avista Pharma Solutions in 2019 added drug product manufacturing and a full range of early stage and analytical testing services to the company’s leading position in drug substance manufacturing, allowing Cambrex to broaden customer relationships over the full product lifecycle, from pre-clinical through commercial.

The Skadden team includes: M&A partners Allison Schneirov (New York) and Christopher Barlow (New York) and associate Marcel Rosner (New York); Banking partner Stephanie Teicher (New York); Health Care and Life Sciences partner Maya Florence (Boston); Environmental counsel Stacy Kray (Palo Alto); Intellectual Property and Technology partner Resa Schlossberg (New York); Antitrust/Competition partner Maria Raptis (New York); Executive Compensation and Benefits partner Joseph Penko (New York); Labor and Employment Law partner Karen Corman (Los Angeles); Real Estate partner Audrey Sokoloff (New York); and Tax partner Gavin White (New York).

The Kirkland team was led by transactional partners David Feirstein and James Hu along with David Fox, debt finance partner Melissa Hutson, executive compensation partner Scott Price and antitrust and competition partners Ian John and Paula Riedel. The Cambrex Corporation in-house legal team was led by Samantha Hanley, Senior Vice President, General Counsel and Secretary and Peter Heller, Senior Corporate Counsel and Assistant Corporate Secretary.

Involved fees earner: David Feirstein – Kirkland & Ellis; David Fox – Kirkland & Ellis; James Hu – Kirkland & Ellis; Melissa Hutson – Kirkland & Ellis; Scott Price – Kirkland & Ellis; Paula Riedel – Kirkland & Ellis; Christopher Barlow – Skadden Arps Slate Meager & Flom; Karen Corman – Skadden Arps Slate Meager & Flom; Maya Florence – Skadden Arps Slate Meager & Flom; Ian John – Skadden Arps Slate Meager & Flom; Stacy Kray – Skadden Arps Slate Meager & Flom; Joseph Penko – Skadden Arps Slate Meager & Flom; Maria Raptis – Skadden Arps Slate Meager & Flom; Marcel Rosner – Skadden Arps Slate Meager & Flom; Resa Schlossberg – Skadden Arps Slate Meager & Flom; Allison Schneirov – Skadden Arps Slate Meager & Flom; Audrey Sokoloff – Skadden Arps Slate Meager & Flom; Stephanie Teicher – Skadden Arps Slate Meager & Flom; Gavin White – Skadden Arps Slate Meager & Flom;

Law Firms: Kirkland & Ellis; Skadden Arps Slate Meager & Flom;

Clients: Cambrex Corporation ; Permira;