Sullivan & Cromwell’s City office has been busy this summer winning roles on two headline deals announced yesterday [8 September], working alongside Clifford Chance (CC) on both Cinven’s £2.3bn sale of pharmaceuticals group Amdipharm Mercury Company (AMCo) and advising Goldman Sachs on Mitsui Sumitomo’s £3.5bn Amlin purchase.
The US firm worked alongside CC to advise private equity firm Cinven on the sale of AMCo to Concordia Healthcare for £2.3bn, through a combination of cash, Concordia shares, and a potential; performance-based earnout of £145m over the next 12 months.
Sullivan acted for Concordia with a seven-partner team from London and New York with Vanessa Blackmore, Krishna Veeraraghavan and Matthew Hurd advising on corporate matters; John Estes on finance; Michael McGowan covering tax; Robert Buckholz on securities; and Juan Rodriguez on antitrust matters.
CC represented Cinven when it acquired Amdipharm and Mercury Pharma in 2012 to create AMCo, and has led on all of its five bolt-on acquisitions and related financings. Global private equity head Jonny Myers led CC’s team, alongside antitrust partner Alastair Mordaunt, partner Rod McGillivray on debt financing matters; and Michael Dakin who advised on high yield.
‘This is a major strategic deal for Cinven being the first exit from Fund V plus a major deal in its own right and we are delighted to have supported them,’ said Myers. ‘We have known AMCo throughout the life of Cinven’s investment and have helped Amco’s management and Cinven to execute their buy-and-build strategy with five acquisitions in three years. It is with great pleasure we see AMCo move to the next phase of its development under Concordia’s ownership.’
The two firms also jointly represented Goldman Sachs, who was the lead financial adviser and lender to Mitsui as it became the latest foreign investor to purchase an insurer, buying Amlin for £3.5bn. Sullivan’s head of European M&A Tim Emmerson and corporate partner Ben Perry led out of London.
Skadden, Arps, Slate, Meagher & Flom represented Mitsui with a London-based team including corporate partner Scott Hopkins and Robert Stirling; banking partner Mark Darley; tax partner Tim Sanders; and employment specialist partner Helena Derbyshire; while Simon Baxter advised on competition in Brussels and corporate partner Hiro Kamiya acted in Tokyo. Travers Smith advised Mitsui on employee incentives and real estate aspects of the deal with a team led by partner Mahesh Varia.
Linklaters – who has acted for Amlin since the company was first listed in London in the early 1990s – advised on the deal with a team led by corporate partners Aedamar Comiskey, Nicola Mayo and William Buckley, and employment and incentives partner Gillian Chapman.