Four Decades for Justice
June 30, 2023
On June 30, 2023, DRI Healthcare Trust, a global leader in providing financing to advance innovation in the life sciences industry, managed by DRI Capital Inc., announced that it has purchased a royalty interest in the worldwide net sales of Orserdu™, the first approved targeted therapy used in the treatment of postmenopausal women or adult men with advanced or metastatic breast cancer who have experienced disease progression despite prior endocrine therapy, from Eisai Co., Ltd. for $85 million. In addition to the running royalties, DRI Healthcare Trust is also entitled to receive milestones based on the achievement of regulatory and sales performance thresholds. Cravath represented DRI Capital Inc. in connection with the transaction.
The Cravath team is led by partners Daniel J. Cerqueira and David J. Kappos and includes associates Christopher P. Davis, Carys J. Webb, Lavinia M. Borzi and Esther Kang on M&A and intellectual property matters; partner Paul H. Zumbro and practice area attorney Alexander Gerten on financial restructuring and reorganization matters; partners Nicholas A. Dorsey and Matthew M. Kelly and associates DongHwa Kim and Ori Oren on financing matters; and partner Christopher K. Fargo, of counsel Kiran Sheffrin and associates Duncan H. Hardell and Clayton Hackney on tax matters. Summer associate Nicholas Juan also worked on M&A matters and summer associate Vincent Joralemon also worked on intellectual property matters.
Deals & Cases
February 12, 2024
On February 12, 2024, CymaBay Therapeutics (“CymaBay”) and Gilead Sciences, Inc. (“Gilead”) announced a definitive agreement under which Gilead will acquire CymaBay for $32.50 per share in cash or a total equity value of $4.3 billion. The addition of CymaBay’s investigational lead product candidate, seladelpar for the treatment of primary biliary cholangitis, complements Gilead’s existing liver portfolio and aligns with its longstanding commitment to bringing transformational medicines to patients. Cravath is representing CymaBay in connection with the transaction.
Deals & Cases
February 06, 2024
On February 6, 2024, altafiber, provider of integrated communications solutions over its fiber‑optic network to residential and business customers in Ohio, Kentucky, and Indiana, and TowerBrook Capital Partners (“TowerBrook”), the New York and London‑based international investment firm, announced that TowerBrook has agreed to acquire CBTS, a leading North American provider of IT solutions and services, from altafiber. Cravath is representing altafiber in connection with the transaction.
Deals & Cases
December 20, 2023
On December 20, 2023, Aon plc (“Aon”), a leading global professional services firm, announced the signing of a definitive agreement to acquire NFP, a leading middle‑market property and casualty broker, benefits consultant, wealth manager and retirement plan advisor, from funds affiliated with NFP’s main capital sponsor, Madison Dearborn Partners, and funds affiliated with HPS Investment Partners. Under the terms of the transaction, Aon will acquire NFP for a total consideration estimated to be $13.4 billion at the time of close, which will be funded by $7 billion of cash and $6.4 billion of Aon stock. Cravath is representing Aon in connection with the transaction.
Deals & Cases
December 18, 2023
On December 18, 2023, ZimVie Inc. (“ZimVie”), a global life sciences leader in the dental and spine markets, announced it has entered into a definitive agreement to sell its spine business to H.I.G. Capital, a leading global alternative investment firm. Under the terms of the agreement, upon the closing of the transaction, ZimVie will receive $375 million in total consideration, comprised of $315 million in cash, subject to certain customary adjustments as set forth in the agreement, and $60 million in the form of a promissory note that will accrue interest at a rate of 10% per annum, compounded semi‑annually, payable in kind. Cravath is representing ZimVie in connection with the transaction.
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