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Simpson Thacher Represents Goldman Sachs, Morgan Stanley and other Underwriters in $512 Million Secondary Equity Offering by Warner Chilcott plc

12.01.09

The Firm represented the underwriters, led by Goldman, Sachs & Co., Morgan Stanley & Co. Incorporated, Credit Suisse Securities (USA) LLC and J.P. Morgan Securities Inc., in the registered offering of 23,000,000 ordinary shares of Warner Chilcott plc by several selling shareholders. The selling shareholders included funds affiliated with Bain Capital Partners, DLJ Merchant Banking, J.P. Morgan Partners (advised by CCMP Capital) and Thomas H. Lee Partners, L.P., certain other institutional investors and members of Warner Chilcott’s senior management. The gross proceeds from the offering were approximately $512 million, including the proceeds from the shares issued upon the full exercise of the underwriters’ option to purchase additional shares. The transaction closed on November 25, 2009.

Warner Chilcott is a leading global specialty pharmaceutical company focused on the gastroenterology, women’s healthcare, dermatology and urology segments of the U.S. and Western European pharmaceuticals markets.

The Simpson Thacher team for the transaction included John Ericson, Max Kirchner, Michael T. Holick, David Shapiro and paralegal Mark Rapisarda (Capital Markets); Mindy Lok and Alexander T. Key (Intellectual Property); Jason Vollbracht and Andrew Purcell (Tax); Greg Grogan and Eric Sarabia (Executive Compensation and Employee Benefits); Krista McManus and Daniel Molina (Real Estate); Michael Isby (Environmental); and Andrew Pagliughi (Blue Sky/FINRA).