Four Decades for Justice
On June 28, 2017, Royal Philips (“Philips”), a global leader in health technology, and The Spectranetics Corporation (“Spectranetics”), a U.S.‑based global leader in vascular intervention and lead management solutions, announced that they have entered into a definitive merger agreement, pursuant to which Philips will commence a tender offer to acquire all of the issued and outstanding shares of Spectranetics for $38.50 per share, to be paid in cash upon completion. The implied enterprise value is approximately €1.9 billion, inclusive of Spectranetics’s cash and debt. Cravath is representing Spectranetics in connection with the transaction.
The Cravath team is led by partner Minh Van Ngo and includes associates Matthew L. Ploszek, John Knight, Jarrett V. Burks, Janice T. P. Martindale and Edward O. Minturn on M&A matters; partner Eric W. Hilfers, senior attorney M. C. Tania Balthazaar and associates Amy C. Benford and Peretz Riesenberg on executive compensation and benefits matters; partner Christine A. Varney and senior attorney Jesse M. Weiss on antitrust matters; partner Andrew W. Needham and associate Kiran Sheffrin on tax matters; partner David J. Kappos and associate Patrick E. Bassey on intellectual property matters; senior attorney Joyce Law and practice area attorney Brian M. Budnick on real estate matters; and senior attorney Annmarie M. Terraciano on environmental matters. Philip F. Schreiber also worked on executive compensation and benefits matters. Summer associates Daniel Brown and Joshua Kameel worked 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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