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Jenner & Block recently represented Swiss-based Lonza Group Ltd. in its agreement to acquire all of the outstanding shares of Arch Chemicals, Inc., for a purchase price of approximately $1.2 billion. Lonza is one of the world’s leading suppliers to the pharmaceutical, healthcare and life science industries companies. Arch is a global biocides company with more than $1 billion in annual sales.
The offer is subject to customary conditions, including the tendering of more than two-thirds of Arch Chemicals’ outstanding shares and clearance from both United States and non-United States antitrust approvals. The tender offer is expected to be commenced by July 15 and, subject to the satisfaction of the closing conditions, the transaction is expected to close later in 2011.
In a press release, Lonza CEO Stefan Borgas said, “Lonza and Arch Chemicals offer highly complementary products and technologies and together will be the global leader in controlling unwanted microbes. The business will enjoy a strong platform for accelerated future growth for the benefit of all our stakeholders.”
The firm’s team on the transaction was led by Partners Kevin T. Collins and Tobias L. Knapp and included Associates Ian N. Bushner, Erik R. Daly and Dana H. Hamada. A large, multidisciplinary team also provided valuable assistance in their practice areas, including Partners Brian S. Hart, David M. Kroeger, S. Tony Ling, Michelle M. McAtee, Steven R. Meier, Adam Petravicius, Katherine Rahill, Margaret J. Simpson, Steven M. Siros, and Lise T. Spacapan; Associates Christine K. Bedi, Alexandra E. Dowling, Donald E. Goff, Casey T. Grabenstein, Eugene R. Hsia, Jill M. Hutchison, Joshua Rafsky, Jonathan W. Riley, Phoebe B. Scott, and Allison A. Torrence; and Of Counsel Vito M. Pacione. Summer Associates Benjamin J. Sauer, Eli Schachar and Leah Soshnik also contributed to the Jenner & Block effort.
The team will continue to advise Lonza throughout the tender offer process and the closing of the acquisition.