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Covington helps P&G say no to drugs

by David Marcus  |  Published September 4, 2009 at 12:15 PM

Private equity-backed Warner Chilcott plc on Aug. 24 agreed to buy Procter & Gamble Co.'s prescription drug business for $3.1 billion in a deal that will be financed entirely with debt. For legal advice, P&G used Scott Smith and Andrew Ment at Covington & Burling LLP, which has long advised P&G on antitrust and other regulatory issues and in recent years has also started to do deal work for the consumer products company. Covington advised P&G in 2006 on its $325 million joint venture with Waltham, Mass.-based medical devices company Inverness Medical Innovations Inc. and has worked on a few other deals for P&G.

P&G has also used Jones Day on M&A in recent years, as it did when it sold its Folgers coffee brand to J.M. Smucker Co. earlier this year. Cadwalader, Wickersham & Taft LLP's Dennis Block has done a significant amount of M&A work for P&G over the years and represented the company in 2005 in its $57 billion acquisition of Gillette Co.

On the banking side, P&G is using a Goldman, Sachs & Co. team led by Tim Ingrassia. For the $3.3 billion Folgers deal, P&G tapped Blackstone Group LP.

Warner Chilcott for legal advice turned to George "Gar" Bason Jr. and Michael Davis of Davis Polk & Wardwell LLP. Avista Capital Partners, which acquired the Irish drugmaker in a 2004 LBO, tapped Davis for Warner Chilcott's 2006 IPO. Bason has long advised Avista and its predecessor, DLJ Merchant Banking Partners, which Credit Suisse Group spun out in 2005. For financial advice, Warner Chilcott is using Jeff Stute at J.P. Morgan Securities Inc. and Morgan Stanley's Pete Crnkovich, Joe Modisett and Jeremy Gelber, with Whit Marshall and Pete Zippelius advising on financing. Also advising Warner Chilcott and helping to arrange the financing on the deal are Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Barclays Capital and Citigroup Global Markets Inc.

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Tags: M&A | Procter & Gamble Co. | Warner Chilcott plc
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