Four Decades for Justice
On April 27, 2011, Johnson & Johnson and Synthes, Inc., a premier global manufacturer of orthopaedic devices, announced that they have entered into a definitive agreement whereby Johnson & Johnson will acquire Synthes for $21.3 billion. This is the largest acquisition in Johnson & Johnson’s 125-year history. Cravath represented Johnson & Johnson in connection with this transaction.
The Boards of Directors of Johnson & Johnson and Synthes have each unanimously approved the transaction, which is subject to regulatory approvals, customary closing conditions and approval of Synthes’s stockholders.
Upon completion of this transaction, Synthes and DePuy, a Johnson & Johnson company, will comprise the largest business in Johnson & Johnson’s Medical Devices and Diagnostics segment.
The Cravath team included partner Robert I. Townsend III and associates Mina M. Farbood and Kimberly Lacee Bass on corporate matters; partner Eric W. Hilfers and associates Jarrett R. Hoffman and Michael J. Schobel on executive compensation and benefits matters; and partner Andrew W. Needham and associates J. Leonard Teti II and Andrew Carlon on tax matters.
Deals & Cases
November 01, 2022
On November 1, 2022, Johnson & Johnson and Abiomed, a leader in breakthrough heart, lung and kidney support technologies, announced that they have entered into a definitive agreement under which Johnson & Johnson will acquire through a tender offer all outstanding shares of Abiomed, for an upfront payment of $380 per share in cash, corresponding to an enterprise value of approximately $16.6 billion which includes cash acquired. Abiomed shareholders will also receive a non-tradeable contingent value right (“CVR”) entitling the holder to receive up to $35 per share in cash if certain commercial and clinical milestones are achieved. Cravath is representing Johnson & Johnson in connection with the transaction.
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