Ropes & Gray Guides $18 Billion in Deals

Ropes & Gray’s attorneys guided transactions of global significance totaling roughly $18 billion during the last week of October. The firm guided Dunkin’ Brands Group Inc. – parent company of Dunkin’ and Baskin Robbins – on its sale to Inspire Brands Inc., announced on Oct. 30, valued at $11.3 billion. On Nov. 1, the firm announced its role advising private equity firm Advent International in its $2.7 billion agreement to acquire Nielsen Global Connect, a technology company. On Oct. 26, the firm advised Asklepios BioPharmaceutical on its sale to Bayer AG, valued up to $4 billion.

This year Ropes & Gray’s deal teams have guided roughly $165 billion in M&A and private equity-backed transactions. The firm also recently ranked fourth in Global Data’s North America M&A Legal Adviser League Tables, which listed firms by total deal volume from January 1 through October 1, 2020.

“Ropes & Gray lawyers excel at any deal, in any industry – anywhere in the world. The firm’s collaborative culture allows our lawyers to attack big, challenging deals,” said Jane Goldstein, co-chair of the firm’s M&A practice. “Our teams are busier than ever advising clients doing deals in the most active areas right now: health care, life sciences, technology, consumer brands and private equity.”

“Our firm is built to handle complex transactions around the globe. These deals showcase the breadth and depth of our transactional practices and client base, which is a great strength of Ropes & Gray,” said David Blittner, co-chair of the firm’s private equity practice.

$11.3 Billion Acquisition of Dunkin’ Brands Group by Inspire Brands

Ropes & Gray represented Dunkin’ Brands Group Inc. on its sale to Inspire Brands Inc. Dunkin’, the parent company of Dunkin’ and Baskin-Robbins, entered into a merger agreement whereby Inspire will acquire Dunkin’ Brands for $106.50 per share. The transaction, valued at $11.3 billion, was announced on October 30. Dunkin' Brands is one of the world's leading franchisors of quick service restaurants with more than 20,000 points of distribution in more than 60 countries worldwide. Inspire Brands, majority owned by affiliates of Roark Capital, is a multi-brand restaurant company whose current portfolio includes more than 11,000 Arby’s, Buffalo Wild Wings, SONIC Drive-In, Rusty Taco, and Jimmy John’s restaurants worldwide.

$2.7 Billion Acquisition by Advent International of Nielsen Global Connect

Ropes & Gray represented affiliates of Advent International Corp. in a definitive agreement to acquire Nielsen Global Connect, a unit of Nielsen Holdings plc.  Advent, one of the largest and most experienced global private equity investors, will partner with James “Jim” Peck, former Chief Executive Officer of TransUnion, to acquire Nielsen Global Connect.  The purchase price is $2.7 billion in cash (subject to customary adjustments), and Nielsen will also receive warrants in the new company which will own Nielsen Global Connect and which will be exercisable in certain circumstances. Nielsen Global Connect provides consumer packaged goods manufacturers and retailers with actionable information and a complete picture of the complex and changing marketplace that brands need to innovate and grow their business.  Nielsen Global Connect offers data and builds tools that use predictive models to turn market observations into business decisions and winning solutions. These data and insights provide the essential foundation that makes markets possible in the rapidly evolving world of commerce.

$4 Billion Sale of Asklepios BioPharmaceutical to Bayer AG

Ropes & Gray represented Asklepios BioPharmaceutical on its sale to Bayer AG. Under the terms of the agreement, Bayer will pay an upfront consideration of $2 billion and potential success-based milestone payments of up to $2 billion. The transaction was announced on October 26. AskBio is a privately-held biopharmaceutical company founded in 2001 and headquartered in the Research Triangle Park, North Carolina that specializes in the research, development and manufacturing of gene therapies across different therapeutic areas. Bayer is a global enterprise with core competencies in the life science fields of health care and nutrition.

The firm advised on numerous notable transactions in October:

Life Sciences

• Bain Capital in Cerevel Therapeutics’ Business Combination with a SPAC
• China Biotech LianBio in it $310 Million Crossover Financing
• Genesis Therapeutics in a Partnership with Genentech

Technology

• Wirecard on the Sale of North Lane Technologies to Syncapay
• H.I.G. Capital in its Acquisition of Capstone Logistics
• New Mountain Capital and OneDigital in Sale of Majority Stake to Onex Corporation
• Advent Technologies in its Merger With AMCI Acquisition Corp.
• WellSky in its Acquisition of Careport From Allscripts
• Sound United on its Acquisition of Bower & Wilkins

Health Care

• H.I.G. Capital in its Acquisition of St. Croix Hospice
• Arcadia Consumer Healthcare in its Acquisition of NATURELO
• BVI in its Acquisition of Benz Research & Development

Climate & Environment

• Averna Capital on its Investment in ClimateCare

Industrials

• PQ Group Holdings in the Sale of its Performance Materials Business to Affiliate of The Jordan Company
• The Initial Purchasers on First Quantum’s $1.5 billion Bond Offering
• iCapital Network in Sale of Private Client Group to AlphaCore Wealth Advisory

Consumer

• Altamont Capital Partners in the Merger of Colorado Boxed Beef with Quirch Foods