Mayer Brown will advise Mead Johnson Nutrition in $7.7 billion transaction
Mayer Brown, a leading global law firm, announced on Nov. 16 it is advising Mead Johnson Nutrition in the $7.7 billion split off of Bristol-Myers Squibb’s 83 percent stake in the company.
The transaction is expected to be completed in mid-December, according to a press release from Mayer Brown.
The Mayer Brown team is being led by Corporate & Securities partners Fritz Thomas, David Schuette and Bill Kucera, Tax Transactions partner Jim Barry and Employee Benefits partner Debbie Hoffman.
“This marks the latest step in our company’s transformation into a BioPharma leader,” said James M. Cornelius, chairman and chief executive officer of Bristol-Myers Squibb. “By executing our healthcare divestment strategy, we have sharpened our BioPharma focus, improved the overall financial strength of the company and supported our ability to pursue strategic business development opportunities.”
In the exchange offer, Bristol-Myers Squibb shareholders can exchange some, none or all of their shares of Bristol-Myers Squibb common stock for shares of Mead Johnson common stock. The exchange is generally expected to be tax-free to participating shareholders. As part of the exchange offer, Bristol-Myers Squibb will convert all of its Mead Johnson class B common stock into Mead Johnson class A common stock. Upon the completion of the exchange offer, only Mead Johnson class A common stock will remain outstanding.
The exchange offer is designed to permit Bristol-Myers Squibb shareholders to exchange shares of Bristol-Myers Squibb common stock for shares of Mead Johnson common stock at a discount.
“This transaction represents the important final step in our journey to be a fully independent public company,” Mead Johnson Chief Executive Officer Stephen W. Golsby said. “ We believe the decision to split-off Mead Johnson reflects confidence in the success of our growth strategy and our strong financial performance since our IPO in February, as well as BMS’ objective to focus on their core BioPharma business.”
The company said it expects to incur costs incremental to its previous expectations for specified items in the fourth quarter of 2009 estimated in the range of $0.08 to $0.13 per share.
Mead Johnson develops, manufactures, markets and distributes more than 70 products in 50 markets worldwide.
Mayer Brown is a leading global law firm with offices in key business centers across the Americas, Asia and Europe