AstraZeneca’s $39 Billion Acquisition of Alexion

Wachtell, Lipton, Rosen & Katz served as legal counsel to Alexion, while Fried Frank acted as counsel to BofA Securities as financial advisor to Alexion in the transaction. Freshfields and McCarthy Tétrault LLP acted for AstraZeneca. Allen & Overy acted as advisers to the group of lenders providing the USD17.5 billion bridge-financing facility supporting the acquisition.

Alexion closed its US$39 billion definitive agreement to be acquired by AstraZeneca.

Evercore Partners International LLP (“Evercore”), and Centerview Partners UK LLP (“Centerview Partners”) are acting as lead financial advisers. Ondra LLP (“Ondra”) are providing advice as part of their ongoing financial advisory services. Morgan Stanley & Co. International plc (“Morgan Stanley”) and Morgan Stanley Bank International Limited and J.P. Morgan are acting as financial advisors and lead debt financing underwriters. Goldman Sachs Bank USA is acting as lead debt financing underwriter. Morgan Stanley and Goldman Sachs International are joint corporate brokers. Evercore is acting as sponsor in relation to the transaction described in this announcement.

Bank of America Securities is serving as financial advisor to Alexion, and Wachtell, Lipton, Rosen & Katz is serving as legal counsel.

Alexion is a global biopharmaceutical company focused on serving patients and families affected by rare diseases through the discovery and development and commercialization of life-changing medicines.

AstraZeneca is a global biopharmaceutical company that develops prescription medicines, primarily for the treatment of diseases in three therapy areas – Oncology, Cardiovascular, Renal & Metabolism, and Respiratory & Immunology. The boards of directors of both companies have unanimously approved the acquisition.

The Fried Frank deal team was led by corporate partner Philip Richter (Picture) and included corporate partner Ian Lopez, special counsel Roy Tannenbaum, and corporate associate Clayton Mark.

The A&O team was led by banking partner Greg Brown, supported by senior associate Dominique Crowley and associate Ashley Ken (in London); and partner Elizabeth Leckie, consulting lawyer Livia Talenti and associate Penelope Yan (in New York).

McCarthy Tétrault advised AstraZeneca as Canadian competition counsel with a team led by Jason Gudofsky that included Casey Halladay and Jonathan Bitran (Competition) and Lisa Melanson (Regulatory).

Involved fees earner: Dominique Crowley – Allen & Overy; Ashley Ken – Allen & Overy; Elizabeth Leckie – Allen & Overy; Livia Talenti – Allen & Overy; Penelope Yan – Allen & Overy; Ian Lopez – Fried Frank Harris Shriver & Jacobson; Clayton Mark – Fried Frank Harris Shriver & Jacobson; Philip Richter – Fried Frank Harris Shriver & Jacobson; Roy Tannenbaum – Fried Frank Harris Shriver & Jacobson; Jason Gudofsky – McCarthy Tétrault; Casey Halladay – McCarthy Tétrault; Lisa Melanson – McCarthy Tétrault;

Law Firms: Allen & Overy; Fried Frank Harris Shriver & Jacobson; McCarthy Tétrault;

Clients: AstraZeneca; Bank of America Securities; Goldman Sachs; JP Morgan; Morgan Stanley;

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Author: Ambrogio Visconti