Slaughter and May is advising Reckitt Benckiser Group plc (RB) in relation to the demerger of the RB Pharmaceuticals business (RBP). The UK consumer goods group decided in July 2014 to spin-off its pharmaceutical business into a newly incorporated company, Indivior PLC, to enable both to concentrate on their core markets. RB announced the details of the demerger on 17 November.
Indivior PLC will be UK domiciled and admitted to the premium listing segment of the Official List and traded on the London Stock Exchange’s main market for listed securities. Following approval of the demerger by the RB shareholders at a general meeting on 11 December 2014, the demerger completed on 23 December 2014.
A number of agreements are being entered into in relation to ongoing arrangements between the parties, including a transitional services agreement, a research and development services agreement, a manufacturing agreement and a lease of a fine chemical plant in Hull.
Together with Paul, Weiss, Rifkind, Wharton & Garrison LLP (Paul Weiss) we advised in relation to a new US$800 million term and revolving credit facility being made available to the Indivior group, with guarantees and security being provided by relevant group members in the US and UK. Paul Weiss also advised RB and Indivior on US law matters in respect of the demerger and admission respectively.
CONTACTS
Corporate: Jeff Twentyman (partner), Rebecca Cousin (partner); Financing: Andrew McClean (partner); Tax: Steve Edge (partner), Mike Lane (partner); Pensions and Employment: Roland Doughty (partner); Real Estate: Jane Edwarde (partner); IP: Susie Middlemiss (partner); Competition: John Boyce (partner)