Teva’s Sale of Remaining Assets in Specialty Global Women’s Health Portfolio


Morgan Stanley acted as financial advisor to Teva, Ernst & Young served as accounting advisor and Goodwin Procter is Teva’s legal counsel for these transactions. Rothschild & Co, Royal Bank of Canada, Jeffries LLC and Barclays acted as financial advisors to CVC Capital Partners and Jones Day as CVC’s legal advisors for the transaction. Foundation Consumer Healthcare is owned by affiliates of Juggernaut Capital Partners and Kelso & Company. Jeffries LLC, Sawaya Segalas & Co., LLC and Barclays acted as financial advisors to Foundation Consumer Healthcare and Robinson Bradshaw are Foundation Consumer Healthcare’s legal counsel for the transaction. Skadden, Arps, Slate, Meagher & Flom LLP acted as legal adviser to Kelso & Company.

Teva Pharmaceutical Industries Ltd., (NYSE and TASE: TEVA) today announced it has entered into two agreements to sell the remaining assets of its specialty global women’s health business for $1.38 billion. Proceeds from these sales, combined with proceeds from the recently announced sale of PARAGARD® total $2.48 billion and will be used by Teva to progress repayment of term loan debt.

Teva has entered into a definitive agreement under which CVC Capital Partners Fund VI will acquire a portfolio of products within its global women’s health business across contraception, fertility, menopause and osteoporosis for $703 million in cash. The portfolio of products, which is marketed and sold outside of the U.S., includes Ovaleap®, Zoely®, Seasonique®, Colpotrophine®, Actonel® and additional products. Combined annual net sales of Ovaleap®, Zoely®, Seasonique®, Colpotrophine®, Actonel® and additional products within this portfolio for the full year 2016 were $258 million.

Teva has also entered into a definitive agreement under which Foundation Consumer Healthcare will acquire Plan B One-Step® and Teva’s value brands of emergency contraception, Take Action®, Aftera®, and Next Choice One Dose® for $675 million in cash. Combined annual net sales of Plan B One-Step®, Take Action®, Aftera®, and Next Choice One Dose® for the full year 2016 were $140 million.

The Goodwin team was led by partners David Henken (Picture), Robert Crawford, Gregg Katz and Kingsley Taft, and included partner Andrea Murino; counsel Kirby Lewis; and associates Melissa Paddock, Jennifer Ford, Emily Beman, Peter Hanoian, Claudia Torres, Sarah Smith, Catherine Magazu, Chloe Pletner, Sam Davis and Courtney Allessio.

The Skadden team includes: M&A partner Michael Civale; Tax partner Steven Matays; Banking parter Steven Messina; Executive Compensation and Benefits partner Joseph Penko; and Intellectual Property and Technology partner Bruce Goldner. All of the attorneys are based in New York.

Involved fees earner: David Henken – Goodwin Procter; Robert Crawford – Goodwin Procter; Gregg Katz – Goodwin Procter; Kingsley Taft – Goodwin Procter; Peter Hanoian – Goodwin Procter; Claudia Torres – Goodwin Procter; Sarah Smith – Goodwin Procter; Chloe Pletner – Goodwin Procter; Sam Davis – Goodwin Procter; Kingsley Taft – Goodwin Procter; Melissa Paddock – Goodwin Procter; Jennifer Ford – Goodwin Procter; Emily Beman – Goodwin Procter; Catherine Magazu – Goodwin Procter; Courtney Allessio – Goodwin Procter; Andrea Murino – Goodwin Procter; Kirby Lewis – Goodwin Procter; Michael Civale – Skadden Arps Slate Meager & Flom; Steven Matays – Skadden Arps Slate Meager & Flom; Steven Messina – Skadden Arps Slate Meager & Flom; Joseph Penko – Skadden Arps Slate Meager & Flom; Bruce Goldner – Skadden Arps Slate Meager & Flom;

Law Firms: Goodwin Procter; Skadden Arps Slate Meager & Flom;

Clients: Teva Pharmaceutical Industries Limited; Kelso & Company;

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Author: Ambrogio Visconti