March 12, 2012 6:15 PM

Cleary, Goodwin Procter Lead on $2 Billion Medical Equipment Acquisition

Posted by Tom Huddleston Jr.

Japanese chemical company Asahi Kasei said Monday it will pay $2.2 billion to acquire medical equipment maker Zoll Medical.

Asahi will pay $93 in cash for each share of Chelmsford, Massachusetts–based Zoll, which specializes in emergency resuscitation devices such as cardiac defibrillators. The Asahi offer represents a 24 percent premium over Zoll’s closing price Friday. The deal is expected to close in the second quarter, pending regulatory and shareholder approval.

Tokyo-based Asahi’s business portfolio includes health care products ranging from pharmaceuticals to medical devices.

As outside counsel on the transaction, Asahi is relying on a Cleary Gottlieb Steen Hamilton team led by MA partner Christopher Austin and capital markets partner John Palenberg in New York. Partner Arthur Kohn is advising on executive compensation.

Zoll, meanwhile, has turned to Boston-based Goodwin Procter life sciences partner Raymond Zemlin. MA partners James Matarese and Andrew Goodman also are advising, as are compensation partner Marian Tse, tax partner William Whitledge, and antitrust senior counsels Kirby Lewis and J. Todd Hahn.

Sullivan Cromwell health care practice cohead Keith Pagnani and litigation partner Brian Frawley are representing Brown Brothers Harriman Co. in its role as financial adviser to Zoll.

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