Dublin-based Shire has agreed to buy rare disease specialist Dyax Corp for an initial payment of $5.9bn, its latest acquisition which follows merger talks with US pharma giant AbbVie being called off last October. Under the deal Dyax shareholders will get $37.30 per share alongside an additional $4 per share if the company’s DX-2930 drug meets approvals.
Slaughter and May partner Martin Hattrell, who led on the proposed AbbVie transaction, was instructed again by Shire, with a team that included partner Azadeh Nassiri leading on the debt financing side, and partner Claire Jeffs on the competition aspects.
Hattrell, who had also advised Shire on purchase of US biotech NPS Pharma back in January this year, had said at the time the pharma sector was very busy and he expected that to continue.
Ropes & Gray led on M&A aspects of the deal with a team including M&A partners Christopher Comeau and Paul Kinsella, supported by tax partners David Saltzman and William Jewett, and life sciences partner Albert Cacozza.
Shire also instructed Davis Polk & Wardwell, which was the drug company’s US adviser on the AbbVie deal, while Sullivan & Cromwell acted as legal adviser to Dyax.
Sullivan & Cromwell team for the deal included four New York partners; Krishna Veeraraghavan, Matthew Friestedt, Davis Wang and Steven Holley.
Davis Polk has already advised Shire on the NPS Pharma purchase, as well as earlier acquisitions, including the purchase of Foresight Biotherapeutics and Lumena Pharmaceuticals.
Both Slaughter and May and Ropes & Gray were instructed by Shire in August when it proposed to takeover biopharma firm Baxalta in a hostile $33.9bn deal. Baxalta, which has not yet agreed the deal, is being advised by Kirkland & Ellis.
When announcing the Dyax acquisition Shire chief executive Flemming Ornskov made it clear the company still wanted to go through with the Baxalta transaction.
‘Even with this transaction, we will continue to have the financial firepower to pursue other value-added strategic acquisitions, including Baxalta.’
For more on Davis Polk and Sullivan’s performance in Manhattan, see ‘The conservation game – up close with New York’s original inner circle’