Takeda Pharmaceutical’s €7.5 Billion Senior Notes Offering and $5.5 Billion Senior Notes Offering

Simpson Thacher recently represented the initial purchasers, led by J.P. Morgan Securities plc, SMBC Nikko Capital Markets Limited, Morgan Stanley MUFG Securities Co., Ltd., Barclays Bank PLC, BNP Paribas and HSBC Bank plc, in the offering by Takeda Pharmaceutical Company Limited (“Takeda”) of its €7.5 billion aggregate principal amount of senior notes.

The notes were issued in six series with maturities ranging from 2020 to 2030.

Simpson Thacher also represented the initial purchasers, led by J.P. Morgan Securities LLC, SMBC Nikko Securities America, Inc., Morgan Stanley MUFG Securities Co., Ltd., Mizuho Securities USA LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, in the offering by Takeda of its $5.5 billion aggregate principal amount of senior notes. The notes were issued in four series with maturities ranging from 2020 to 2028.

The notes in each offering were sold to international investors outside of Japan in reliance on Rule 144A and Regulation S. Takeda intends to use the net proceeds from the offerings to fund a portion of the cash consideration to be paid in connection with its acquisition of Shire plc.

Takeda is a global, research and development-driven pharmaceutical company with a presence in more than 70 countries.

The Simpson Thacher team for the offerings included Alan Cannon (Picture), David Snowden and Yu Mizutani (Capital Markets); Jonathan Cantor and Sarah Julian Duffy (Tax); and Jennie Getsin (Blue Sky).

Involved fees earner: Alan Cannon – Simpson Thacher & Bartlett; Jonathan Cantor – Simpson Thacher & Bartlett; Jennie Getsin – Simpson Thacher & Bartlett; Sarah Julian Duffy – Simpson Thacher & Bartlett; Yu Mizutani – Simpson Thacher & Bartlett; David Snowden – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: Barclays Bank; BNP Paribas; Hsbc Bank plc; JP Morgan Securities; Merrill Lynch, Pierce, Fenner & Smith Incorporated; Mizuho Securities; Morgan Stanley; MUFG Securities Americas Inc. ; Smbc Nikko Capital Markets Limited;