Amgen’ $10 Billion “Dutch auction” tender offer of Common Shares

Simpson Thacher represented Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC as the dealer managers in connection with a modified “Dutch auction” tender offer by Amgen Inc. for up to $10 billion of shares of its common stock.

The tender offer expired on March 5, 2018 and settlement for the tender offer occurred on March 8, 2018. At settlement of the tender offer, the company purchased 52,083,333 shares of its common stock at a purchase price of $192 per share, for a total cost of approximately $10 billion, excluding fees and expenses related to the tender offer. The repurchased shares represented approximately 7.2% of the shares outstanding.

Amgen focuses on areas of high unmet medical need and leverages its expertise to strive for solutions that improve health outcomes and dramatically improve people’s lives. A biotechnology pioneer since 1980, Amgen has grown to be one of the world’s leading independent biotechnology companies, has reached millions of patients around the world and is developing a pipeline of medicines with breakaway potential. The company, led by Robert A Bradway, David W Meline and Anthony C Hooper, in 2017 recorded $23 Billion revenues.

Sullivan & Cromwell advised Amgen with a team including Frank Aquila, Matthew Hurd, Catherine Clarkin and Jared Fishman advised on securities matters, along with James Simpson and Jennifer Lee. Jeffrey Hochberg and Eric Wang advised on tax matters, along with Saul Brander and Lauren Citrome.

The Simpson Thacher team for the tender offer included John D. Lobrano (Picture) and Clark Warthen (Capital Markets); and Jonathan Cantor and Nicole Humphrey (Tax).

 

Involved fees earner: John Lobrano – Simpson Thacher & Bartlett; Charles Clark Warthen – Simpson Thacher & Bartlett; Jonathan Cantor – Simpson Thacher & Bartlett; Nicole Humphrey – Simpson Thacher & Bartlett; Francis Aquila – Sullivan & Cromwell; Catherine M. Clarkin – Sullivan & Cromwell; Jared Fishman – Sullivan & Cromwell; Matthew Hurd – Sullivan & Cromwell; Jennifer Lee – Sullivan & Cromwell; James Simpson – Sullivan & Cromwell; Jeffrey Hochberg – Sullivan & Cromwell; Eric Wang – Sullivan & Cromwell; Saul Brander – Sullivan & Cromwell; Lauren Citrome – Sullivan & Cromwell;

Law Firms: Simpson Thacher & Bartlett; Sullivan & Cromwell;

Clients: Merrill Lynch, Pierce, Fenner & Smith Incorporated; Morgan Stanley; Amgen;

 

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Author: Ambrogio Visconti