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CMS, Freshfields, Kirkland & Ellis, Tuca, and Weil Advise on Advent International's Acquisition of Zentiva

CMS, Freshfields, Kirkland & Ellis, and Weil Advise on Advent International's Acquisition of Zentiva

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CMS, Freshfields Bruckhaus Derringer, and Kirkland & Ellis have advised Advent International on the acquisition of Zentiva, Sanofi’s European generics business, for EUR 1.9 billion. Weil Gotshal & Manges and Tuca Zbarcea & Asociatii advised Sanofi on the sale.

The transaction closed on September 30, 2018.

CMS advised Advent on CEE and Swiss aspects of the acquisition, Freshfields advised on the overall transaction, and Kirkland & Ellis led on the financing.

“We have long been attracted to the generics pharmaceutical sector as it enables more people to access high quality treatments by lowering their cost,” Advent Managing Directors Tom Allen and Cedric Chateau commented in a press release. “We believe that Zentiva is a great platform, full of talented people, who we can invest behind to build a new, independent, European generics leader.”

Zentiva, headquartered in Prague, has operations throughout Europe.

Sanofi, which is based in Paris, is a global pharmaceutical company operating in more than 100 countries.

Advent is a global investor, with over 25 years of experience in investing in the healthcare sector.

The CMS team consisted of Sofia-based Partner David Butts and Prague-based Partners Ana Radnev, and Pavla Kreckova, working along with Senior Associates Valentina Santambrogio and Lucie Halloova and Lawyer Barbora Sevcikova. The firm's Bucharest team included Partner Cristina Reichmann, Senior Associates Maria Tomescu and Raluca Ionescu, and Associate Sandra Constantin. The Bratislava team consisted of Counsel Petra Corba-Stark and Senior Associate Jan Deset. In addition, the team included Poland-based Senior Associate Olga Czyzycka, Hungary-based Senior Associate Peter Toth, and Switzerland-based Partner Pascal Favre and Associate Georges Fokiades.

The Freshfields team consisted of Paris-based Partner Alan Mason and Associates Camille Chiari, Aileen Legre, and Margaux Bognon-Kuss, London-based Partner Alex Potter and Associate Maria Ledeneva, Paris-based Partner Guy Benda, and Milan-based Principal Associate Ermelinda Spinelli, Senior Associate Luca Sponziello, and Associate Sergio Mori. The German team consisted of Partners Stephanie Hundertmark, Frank Rohling, Jochen Dieselhorst, and Marcel Kaufmann, Principal Associates Lennart Schramm, Xiaoguang Cai, Bertrand Guerin, Uwe Salaschek, Philipp Dohnke, and Sascha Arnold, and Associates Eva-Maria Lohse and Arend Liese

The Kirkland & Ellis team was led by London-based Partners Christopher Shield, Hugh O’Sullivan, and Matthew Merkle.

Tuca Zbarcea & Asociatii’s team advising Sanofi on Romanian law aspects of the deal included Partners Sorin Vladescu and Silvana Ivan-Hanganu. Weil's team in Paris consisted of Partners David Aknin and Arthur de Baudry d’Asson and Associates Alexandra Stoicescu and Guillaume de Danne. The firm's team in Prague was led by Partner Karel Drevinek.

Editor's Note: After this article was published Dentons announced that it had advised "primarily Zentiva in relation to competition, regulatory, employment, contract, IP, and criminal law aspects and also Sanofi primarily on employment and data protection issues relating to the divestment." Bratislava-based Partner Zuzana Simekova announced that "I have coordinated this work for 30 countries in Europe from Bratislava and we had ten Dentons offices directly involved in the transaction: Slovakia, Czech Republic, Poland, Hungary, Romania, Germany (two offices), France, UK, Italy." Simekova coordinated the firm's work in "close cooperation" with Prague-based Partner Ladislav Smejkal. According to Simekova, "our role was primarily to prepare the European generic division ready for the divestment, i.e. to advise in relation to all aspects necessary to form a stand-alone business ready for the sale. We also participated on some aspects of the transactional part of the transaction, working closely with Weil Gotshal, which led the transactional side."

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