Debevoise Advises Allergan in $2.47 Billion Acquisition of ZELTIQ

13 February 2017

Debevoise & Plimpton LLP is advising Allergan plc (NYSE:AGN), a leading global biopharmaceutical company, in its acquisition of ZELTIQ®, a medical technology company focused on developing and commercializing products utilizing its proprietary controlled-cooling technology platform, for $56.50 a share, or $2.475 billion, subject to customary adjustments.

The acquisition of ZELTIQ is immediately accretive and enhances Allergan's global medical aesthetics portfolio with the addition of ZELTIQ's flagship CoolSculpting® System, the sales leader in the fast-growing cash pay body contouring segment of medical aesthetics. The CoolSculpting System is FDA-cleared to affect appearance through lipolysis or reduction of unwanted fat using a patented cooling technology. CoolSculpting works by gently cooling targeted fat cells in the body to induce a natural, controlled elimination of fat cells without affecting surrounding tissue. Body contouring is a $4 billion market opportunity worldwide and growing.

Allergan's acquisition of ZELTIQ is subject to approval by the shareholders of ZELTIQ, expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and fulfillment of certain other customary conditions to closing. Assuming typical regulatory and shareholder approval timeframes, Allergan currently anticipates closing the transaction in the second half of 2017.

The Debevoise team is led by partner Andrew L. Bab and includes partners Jennifer L. Chu, Jeffrey P. Cunard, Gary M. Friedman, Jonathan F. Lewis and Elizabeth Pagel Serebransky and associates Simone S. Hicks, Michelle M. Hillenbrand, Douglas M. Hirn, Brian Kenney, Shawn W.K. Lim, John Rothert and Molly F. Stockley.

Debevoise & Plimpton is a premier law firm with market-leading practices, a global perspective and strong New York roots. We deliver effective solutions to our clients’ most important legal challenges, applying clear commercial judgment and a distinctively collaborative approach.