Viatris’s $6.94 Billion in Announced Divestitures

On October 1, 2023, Viatris Inc. (“Viatris”), a global healthcare company, announced it has received an offer for the divestiture of substantially all of its Over-the-Counter (“OTC”) business, and has entered into definitive agreements to divest its Women’s Healthcare business, its Active Pharmaceutical Ingredient (“API”) business in India and commercialization rights in certain non-core markets that were acquired as part of the combination with Upjohn. The total transactions value, including Viatris’s 2022 divestiture of its biosimilars business, represents up to $6.94 billion of total gross proceeds. The estimated transaction value for the divestitures announced today is $3.6 billion, including gross consideration of up to approximately $2.17 billion for the divestiture of substantially all of its OTC business, and up to approximately $1.2 billion combined for the divestitures of its API and Women’s Healthcare businesses. Cravath is representing Viatris in connection with the transactions.

The Cravath team representing Viatris in connection with the divestitures of its Over-the-Counter, Women’s Healthcare and Active Pharmaceutical Ingredient businesses is led by partners Mark I. Greene, Aaron M. Gruber and Andrew M. Wark and includes associates Ellen H. Park, Maria Ricaurte, Harold C. King, Monica He, Brian E. Weinrib, Laureano Genin and Kiyon Hahm on M&A matters; partner J. Leonard Teti II, of counsel Kiran Sheffrin and associate Sonia Katharani-Khan on tax matters; partner Jonathan J. Katz and associates Christopher C. Gonnella and Bianca Hsing on executive compensation and benefits matters; partner David J. Kappos and associates Carys J. Webb and Sarah R. Brathwaite on intellectual property matters; partner Margaret T. Segall and practice area attorney Nicole M. Peles on antitrust matters; partner Matthew Morreale and associate Star S. Gulant on environmental matters; and senior attorney Joyce Law and practice area attorney Brian M. Budnick on real estate matters. Anthony J. Grisafi also worked on tax matters.

Please click here to read about Cravath’s representation of Viatris in connection with its $3.335 billion combination of its Biosimilars Portfolio with Biocon Biologics, announced in February 2022.