Sun Pharmaceutical acquisition of Concert Pharmaceuticals

Davis Polk advised Sun Pharmaceutical Industries Limited on its acquisition of Concert Pharmaceuticals, Inc., through a tender offer for an upfront payment of $8.00 per share of common stock in cash, or $576 million in equity value. Concert stockholders will also receive a non-tradeable contingent value right entitling holders to receive up to an additional $3.50 per share of common stock in cash, payable upon deuruxolitinib, a potential treatment for alopecia areata, achieving certain net sales milestones within specified periods, subject to the terms and conditions contained in a contingent value rights agreement. The transaction is expected to be completed in the first quarter of 2023, subject to the tender of a majority of the outstanding shares of Concert’s common stock, as well as the receipt of applicable regulatory approvals and other customary closing conditions.

Sun Pharma is the world’s fourth-largest specialty generic pharmaceutical company and India’s top pharmaceutical company. Concert Pharmaceuticals is a late-stage clinical biopharmaceutical company that is developing deuruxolitinib, a novel, deuterated, oral JAK1/2 inhibitor.

The Davis Polk team included partner William H. Aaronson and counsel Shanu Bajaj. The intellectual property and technology team included partner David R. Bauer. The executive compensation team included partner Veronica M. Wissel. The tax team included partner William A. Curran. All members of the Davis Polk team are based in the New York office.