Conyers Bermuda Corporate Practice Group 2015 Year in Review

General Corporate Practice Highlights
We have set out below details of some of our most
significant transactions of 2015.
CONYERS DILL & PEARMAN
HAS MORE RANKED CORPORATE
LAWYERS ACROSS LEGAL
DIRECTORIES THAN ANY OTHER
BERMUDA FIRM.
US$1.78 billion sale of Milestone Aviation Group Limited
The sale of The Milestone Aviation Group Limited (“Milestone”)
completed in January. Milestone is the world’s largest specialist
helicopter leasing company and was sold to GECAS for US$1.78
billion. Conyers has advised Milestone since its formation in 2010
by co-founder Richard Santulli, a veteran of the aviation industry.
With an initial capitalisation of US$500 million, Milestone’s fleet
had grown to 143 helicopters valued at US$2.2 billion at the time
of the sale, with more than 145 helicopters on order worth US$3.4
billion. Conyers provided Bermuda legal advice on the proposed
IPO of the company and subsequent sale to GECAS.
Actavis, Inc. Acquires Allergan Inc. for US$66 billion
We provided advice to Actavis, Inc. on its US$66 billion acquisition
of Allergan Inc. which closed in March. The combination
created one of the world’s top 10 pharmaceutical companies by
sales revenue, with combined annual pro forma revenues of more
than US$23 billion anticipated in 2015. The deal is expected to
generate more than US$8 billion in cash flow in 2016, enabling
Actavis, Inc. to reduce debt. The company also anticipates
approximately US$1.8 billion in operating and financial synergies
to be achieved within one year of the closing.
Anheuser-Busch InBev SA/NV makes Formal Offer to Acquire
SABMiller plc
In November, Anheuser-Busch InBev SA/NV. (“AB InBev”) made
a formal offer to acquire all of the shares of SABMiller plc
(“SABM”), valuing SABM at approximately £71 billion in the
aggregate (the “Potential Acquisition”). Conyers was involved as
part of a global team advising one of the largest shareholders of
SABM, BEVCO Ltd. on its participation in the transaction.
The Potential Acquisition, which is subject to regulatory approvals,
is the largest ever offer for a UK company. If completed, it
will be the world’s third largest takeover ever, creating a global
brewer that will become one of the world’s leading consumer
products companies. Dubbed “Megabrew” by analysts, the new
company will be the world’s largest consumer-staples maker by
earnings, according to Exane BNP Paribas, generating profits of
about US$25 billion. The enlarged brewer will have the No. 1 or
No. 2 position in 24 of the world’s 30 biggest beer markets.
AB InBev will finance the cash part of the Potential Acquisition
from existing resources and third-party debt. It has lined up banks
to raise US$75 billion in financing, a record commercial loan.
AXOVANT - LARGEST BIOTECH IPO IN HISTORY
The US Biotech sector experienced a booming year in 2015. Conyers’
Bermuda corporate practice advised on a number of high-profile
deals in this sector including the most notable - the IPO of New
York-based Axovant Sciences Ltd. (NYSE: AXON) that raised US$315
million in June and gave the newly-listed company an immediate
post-IPO valuation of US$3 billion.
This was the largest Biotech IPO in history which saw Axovant offer
21 million of its common shares, including exercise in full of a green
shoe option. Roivant Sciences Ltd., the Bermuda parent company of
Axovant, retained 75% ownership.
Axovant is an innovative drug developer in the Alzheimer’s space
and draws attention to the depth of funding and expertise available
for pharmaceutical development on the East Coast. The Axovant IPO
is notable for being the first biopharmaceutical IPO to use a Bermuda
company for the listing vehicle. Axovant was advised by Conyers
from the inception of the IPO process and became the latest in a
growing number of US biopharmaceutical companies which have
chosen to domicile in Bermuda.
AWARDS AND ACCOLADES
Sole Band 1 firm in Bermuda,
Corporate & Finance and
15 top-ranked partners
“A dominant force in the market, with
a strong bench of lawyers who offer
expertise across the board”
Tier 1 Corporate & Commercial with
18 ranked lawyers
“experts in IPOs, M&A and insurance,
as well as securitisation, ship and
aircraft finance, and corporate
restructuring”
Tier 1 Financial & Corporate, with
10 ranked lawyers
“unrivalled experience and expertise
in Bermuda…even competitors
acknowledge the excellence of
Conyers. There is no denying that
Conyers has the broadest corporate
practice and is the best-established
law firm in the jurisdiction.”
– IFLR 1000, 2016
Who’s Who Legal Bermuda Firm of
the Year every year since 2006
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