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Simpson Thacher Representing Weight Watchers International, Inc. in “Modified Dutch Auction” Tender Offer and Related Amendment and Restatement of its Senior Credit Facility

02.24.12
Simpson Thacher is representing Weight Watchers International, Inc. in its recently commenced “modified Dutch Auction” tender offer pursuant to which Weight Watchers has offered to purchase up to $720 million in value of its common stock at a purchase price of no greater than $83.00 and no less than $72.00 per share. In addition, the firm is representing Weight Watchers in the related acquisition of up to approximately $780 million of common stock from Artal Holdings Sp. z o.o., Succursale de Luxembourg, its majority shareholder, at the price established by the tender offer (for an aggregate purchase price of approximately $1.5 billion) in order to maintain Artal’s percentage ownership interest after the tender offer equal to its current level. The tender offer is scheduled to expire on March 22, 2012, and the repurchase from Artal is expected to close in April 2012.

In connection therewith, Simpson Thacher also is representing Weight Watchers in its amendment to its senior credit facility under which it will borrow up to an additional approximately $1.5 billion to finance the purchases pursuant to the tender offer and from Artal.

The Simpson Thacher team includes Rob Spatt, Ken Wallach, Eric Swedenburg, Ravi Agarwal, Amy Ward and Eric Risi (Corporate), Brian Steinhardt, Colette Pollitt and Adam Glenn (Credit), and Steve Todrys, Marcy Geller and Jodi Sackel (Tax).