9 December 2013
Clifford Chance advises AZ Electronic Materials on recommended £1.565 billion cash offer by Merck
International law firm Clifford Chance is advising AZ Electronics Materials S.A. (AZ) on the recommended cash offer by Merck, one of the largest pharmaceutical companies in the world. AZ is a global producer of high quality, high-purity specialty chemical materials for the electronics market.
Under the terms of the offer, AZ shareholders will receive 403.5 pence in cash for each AZ share, which values the share capital of AZ on a fully diluted basis at approximately £1.565 billion and implies an enterprise value of around £1.75 billion.
As AZ is incorporated in Luxembourg and listed on the London Stock Exchange, the offer is subject to the shared jurisdiction of the Takeover Panel in London and the Luxembourg regulator. Clifford Chance acted for SS&C on its offer for GlobeOp in 2012 – the only other example of a UK/Luxembourg shared jurisdiction offer.
Clifford Chance also acted for AZ on its IPO in 2010.
The Clifford Chance team was led by Corporate partner Tim Lewis and senior associate Katherine Moir and included Antitrust partner Alex Nourry, Luxembourg Corporate partner Pierre Gromnicki, Employee Benefits partner Sonia Gilbert and Tax partner David Harkness.