Four Decades for Justice
November 11, 2015
On November 11, 2015, Anheuser‑Busch InBev and SABMiller plc announced that they have reached agreement on the terms of an acquisition of the entire issued and to be issued share capital of SABMiller by AB InBev, in a transaction valued at approximately US$107.7 billion. Under the terms of the agreement, SABMiller will be acquired by Newco, a Belgian company to be formed for the purpose of the transaction. AB InBev will also merge into Newco and, following the completion of the transaction, Newco will be the new holding company of the combined group.
AB InBev also announced an agreement with Molson Coors Brewing Company regarding a complete divestiture of SABMiller’s interest in MillerCoors LLC, a joint venture in the U.S. and Puerto Rico between Molson Coors and SABMiller, as well as the Miller Beer business internationally. The total transaction is valued at US$12 billion and is conditional on the completion of AB InBev’s acquisition of SABMiller. Upon completion of the transaction, MillerCoors will become a wholly owned subsidiary of Molson Coors.
Cravath is representing AB InBev in connection with these transactions.
The Cravath team includes partner Robert I. Townsend III and associate Matthew M. Kelly on M&A; partners Christine A. Varney and Yonatan Even and associate Greg C. Cheyne on antitrust matters; partners Stephen L. Gordon, Lauren Angelilli and Christopher K. Fargo and associate Sara L. Lykken on tax matters; partners Stephen M. Kessing and Joseph D. Zavaglia, senior attorney Kimberly A. Grousset and associate Ankur N. Patel on finance matters; and partner David J. Kappos and associates Nicholas A. Jackson and Christopher P. Davis on intellectual property matters. Daniel S. Connelly and Jeremy S. Lerner are also working on M&A matters.
Deals & Cases
April 02, 2024
On April 2, 2024, Endeavor Group Holdings, Inc. (“Endeavor”), a global sports and entertainment company, announced that it has entered into a definitive agreement to be acquired by Silver Lake, the global leader in technology investing, in partnership with the Endeavor management team and additional anchor investors. Cravath is representing the independent Special Committee of Endeavor’s board of directors in connection with the transaction.
Deals & Cases
January 31, 2024
On January 31, 2024, Health Care Service Corporation (“HCSC”), the country’s largest customer‑owned health insurer, announced that it has signed a definitive agreement with The Cigna Group (“Cigna”) to acquire its Medicare Advantage, Medicare Supplemental Benefits, Medicare Part D and CareAllies businesses for a purchase price of $3.3 billion. Cigna’s Medicare plans currently serve 3.6 million Medicare members. Cravath is representing HCSC in connection with the transaction.
Deals & Cases
December 12, 2023
On December 11, 2023, HMS Networks AB (“HMS”), a global provider of industrial information and communication technology, announced it has entered into a binding agreement with Spectris Group Holdings Limited to acquire the Red Lion Controls business, a U.S.-based provider of industrial automation solutions, through the acquisition of 100 percent of the shares in Red Lion Controls Inc. and Red Lion Europe GmbH as well as certain assets in other jurisdictions, for a cash consideration of $345 million. Cravath is representing HMS as special U.S. counsel in connection with the transaction.
Deals & Cases
October 17, 2023
On October 17, 2023, Thermo Fisher Scientific Inc. (“Thermo Fisher”), the world leader in serving science, and Olink Holding AB (publ) (“Olink”), a leading provider of next generation proteomics solutions, announced that their respective boards of directors have approved Thermo Fisher’s proposal to acquire Olink for $26.00 per common share in cash, representing $26.00 per American Depositary Share in cash. Thermo Fisher will commence a tender offer to acquire all of the outstanding Olink common shares and all of the American Depositary Shares. The transaction values Olink at approximately $3.1 billion which includes net cash of approximately $143 million. Cravath is representing Thermo Fisher in connection with the transaction.
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