Unilever’s €4.6 billion acquisition of Horlicks and other consumer healthcare nutrition products from GSK

Baker McKenzie has advised Unilever on its c. €4.6 billion agreement to acquire the Health Food Drinks portfolio of GlaxoSmithKline (GSK) in India, Bangladesh and 20 other predominantly Asian markets.

The transaction consists of three elements: all-Equity Merger of Hindustan Unilever Ltd (HUL) with the publicly listed GSK Consumer Healthcare India (GSK CH India); the acquisition of 82% stake in GSK Bangladesh Limited (GSK Bangladesh), and the acquisition of certain other commercial operations and assets outside India.

The main brands to be acquired include Horlicks and Boost, with the portfolio having delivered turnover of c. €550 million in 2018, almost 90% of which was in India. HUL will also enter into a consignment selling agreement to distribute GSK’s over-the-counter and oral-health products in India.

The London-based Baker McKenzie team was led by Corporate Partner, David Scott (picture), with Corporate Associate, Matthew Bennett; working alongside IP / Technology Partners, Michelle Blunt, Steve Holmes and Sue McLean; Tax Partner, Alistair Craig; and Associates, Iona Silverman and Kevin Monaghan. The Cyril Amarchand Mangaldas team was led by Mumbai-based Corporate Partner, Ramgovind Kuruppath, with Associates, Archit Bhatnagar and Megha Krishnamurthi.

Slaughter and May is advising GlaxoSmithKline on the divestment of Horlicks and other consumer healthcare nutrition brands with a Corporate team led by David Johnson (partner), Simon Nicholls (partner) and Christian Boney (partner), assisted by Ross Davies (associate), Claire Jackson (associate), Edward Chapman (associate), Matthew Triggs (associate), Richard Bach (associate), Alice Boughton (associate); on Intellectual Property matters acted Susie Middlemiss (partner), Matthew Harman (associate); on Commercial law provided assistance Duncan Blaikie (partner), Richard McDonnell (associate); on Tax aspects advised Dominic Robertson (partner), Rose Swaffield (associate); on Employment law acted Sandy Maudgil (partner), Lucy Duane (associate), Christian Davies (associate); on Competition law advised Bertrand Louveaux (partner), Susan Zhuang (associate); and on Environment advised Richard Keczkes (associate).

Slaughter and May is supporting GSK’s in-house legal team, led by Antony Braithwaite, Katie Salmon and Baptiste Reynaud, and is working as an integrated team with AZB & Partners, advising on Indian law.

Involved fees earner: Matthew Bennett – Baker McKenzie; Michelle Blunt – Baker McKenzie; Alistair Craig – Baker McKenzie; Steve Holmes – Baker McKenzie; Sue McLean – Baker McKenzie; Kevin Monaghan – Baker McKenzie; David Scott – Baker McKenzie; Iona Silverman – Baker McKenzie; Archit Bhatnagar – Cyril Amarchand Mangaldas; Megha Krishnamurthi – Cyril Amarchand Mangaldas; Ramgovind Kuruppath – Cyril Amarchand Mangaldas; Richard Bach – Slaughter and May; Duncan Blaikie – Slaughter and May; Christian Boney – Slaughter and May; Alice Boughton – Slaughter and May; Edward Chapman – Slaughter and May; Ross Davies – Slaughter and May; Christian Davies – Slaughter and May; Lucy Duane – Slaughter and May; Matthew Harman – Slaughter and May; Claire Jackson – Slaughter and May; David Johnson – Slaughter and May; Richard Keczkes – Slaughter and May; Bertrand Louveaux – Slaughter and May; Sandeep Maudgil – Slaughter and May; Richard McDonnell – Slaughter and May; Susie Middlemiss – Slaughter and May; Simon Nicholls – Slaughter and May; Dominic Robertson – Slaughter and May; Rose Swaffield – Slaughter and May; Matthew Triggs – Slaughter and May; Susan Zhuang – Slaughter and May;

Law Firms: Baker McKenzie; Cyril Amarchand Mangaldas; Slaughter and May;

Clients: GlaxoSmithKline plc; Unilever;