Novartis AG’s $8.7 Billion Acquisition of AveXis, Inc.

AveXis’ financial advisors are Goldman Sachs & Co. LLC and Centerview Partners LLC, and Cravath, Swaine and Moore LLP and Cooley LLP are acting as legal counsel for AveXis.

AveXis, Inc. (NASDAQ:AVXS) has entered into an agreement and plan of merger with Novartis pursuant to which Novartis will acquire AveXis for $218 per share or a total of $8.7 billion in cash. This offer represents a premium of 88 percent to AveXis’ closing price on April 6, 2018, and a 72 percent premium to the company’s 30-day volume-weighted average stock price. The transaction was unanimously approved by the Boards of Directors of both companies.

Novartis plans a smooth transition of AveXis operations and the integration of AveXis’ talented and dedicated employees into the Novartis organization to continue the mission of bringing AVXS-101 to patients worldwide.

Completion of the transaction is expected in mid-2018, pending the successful completion of the tender offer and all other closing conditions. Until that time, AveXis will continue to operate as a separate and independent company.

AveXis, Inc. is a clinical-stage gene therapy company, dedicated to developing and commercializing novel treatments for patients suffering from rare and life-threatening neurological genetic diseases. Our initial product candidate, AVXS-101, is our proprietary gene therapy currently in development for the treatment of spinal muscular atrophy, or SMA, Type 1, the leading genetic cause of infant mortality, and SMA Types 2 and 3. The U.S. Food and Drug Administration, or FDA, has granted AVXS-101 Orphan Drug Designation for the treatment of all types of SMA and Breakthrough Therapy Designation, as well as Fast Track Designation for the treatment of SMA Type 1. The company, led by
Sean P Nolan, Brian K Kaspar and Phillip B Donenberg, is based in Bannockburn (IL).

The Cravath team is led by partners Faiza J. Saeed (Picture) and George F. Schoen and includes associates Allison M. Wein, Jason M. Sandler and Sandeep S. Chhabra on M&A matters; partner Lauren Angelilli, senior attorney Andrew Carlon and associate Rebecca L. Fine on tax matters; partner Christine A. Varney and senior attorney Jesse M. Weiss on antitrust matters; partners Jennifer S. Conway and Jonathan J. Katz and associates Matthew J. Bobby, Sarah W. Colangelo and Alison E. Beskin on executive compensation and benefits matters; senior attorney Annmarie M. Terraciano on environmental matters; and associate Nicholas Kypriotakis on intellectual property matters. Kevin P. Gibson also worked on M&A matters.

Involved fees earner: Faiza Saeed – Cravath Swaine & Moore; George Schoen – Cravath Swaine & Moore; Allison M. Wein – Cravath Swaine & Moore; Jason Sandler – Cravath Swaine & Moore; Lauren Angelilli – Cravath Swaine & Moore; Andrew Carlon – Cravath Swaine & Moore; Rebecca Fine – Cravath Swaine & Moore; Christine Varney – Cravath Swaine & Moore; Jesse Weiss – Cravath Swaine & Moore; Jennifer Conway – Cravath Swaine & Moore; Jonathan J. Katz – Cravath Swaine & Moore; Matthew Bobby – Cravath Swaine & Moore; Sarah Colangelo – Cravath Swaine & Moore; Alison Beskin – Cravath Swaine & Moore; Annmarie Terraciano – Cravath Swaine & Moore; Nicholas Kypriotakis – Cravath Swaine & Moore;

Law Firms: Cravath Swaine & Moore;

Clients: AveXis, Inc.;


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Author: Ambrogio Visconti