Allergan’s €2.7 Billion Public Offering and $2.8 Billion Tender Offers
June 5, 2017
Cleary Gottlieb represented Allergan plc in a public offering of €750 million 0.500 percent notes due 2021, €700 million 1.250 percent notes due 2024, €550 million 2.125 percent notes due 2029 and €700 million floating rate notes due 2019.
The notes were issued by Allergan Funding SCS, a wholly owned subsidiary of Allergan, and conducted pursuant to Allergan Funding SCS’s automatic shelf registration statement. Allergan used the proceeds from the offering to repurchase approximately $2.8 billion in aggregate principal amount of certain outstanding debt securities with various maturities via tender offers by indirectly wholly owned subsidiaries Allergan Funding SCS, Allergan Finance LLC and Forest Laboratories, LLC, each as co-offeror with Allergan’s indirectly wholly owned subsidiary Warner Chilcott Limited.
Morgan Stanley & Co. LLC, BofA Merrill Lynch and Citigroup Global Markets Inc. acted as lead dealer managers for the tender offers. Barclays, BNP Paribas, HSBC and Morgan Stanley (sole global coordinator) acted as the joint book-running managers of the offering of the notes. Global Bondholder Services Corporation served as the information agent and the depositary for the tender offers. The notes offering closed on May 26, 2017, and the tender offers settled on May 30, 2017.
Allergan is a global pharmaceutical company and a leader in a new industry model – Growth Pharma. Allergan is focused on developing, manufacturing and commercializing branded pharmaceutical, device, biologic, surgical and regenerative medicine products for patients around the world.