Baker McKenzie has advised longstanding client, Unilever, on its c. €4.6 billion agreement to acquire the Health Food Drinks portfolio of GlaxoSmithKline (GSK) in India, Bangladesh and 20 other predominantly Asian markets. The Firm partnered with Indian law firm, Cyril Amarchand Mangaldas, to provide both Indian and English law advice comprising three elements:
- an all-equity merger of Indian publicly listed entities, Hindustan Unilever Limited (HUL) and GlaxoSmithKline Consumer Healthcare Limited;
- the acquisition of an 82% stake in Bangladesh publicly listed company, GlaxoSmithKline Bangladesh Limited; and
- the acquisition of certain other commercial operations and assets inside and outside those territories.
The main brands to be acquired include Horlicks and Boost, with the portfolio having delivered turnover of c. €550 million in 2018, almost 90% of which was in India. HUL will also enter into a consignment selling agreement to distribute GSK's over-the-counter and oral-health products in India.
The London-based Baker McKenzie team was led by Corporate Partner, David Scott, with Corporate Associate, Matthew Bennett; working alongside IP / Technology Partners, Michelle Blunt, Steve Holmes and Sue McLean; Tax Partner, Alistair Craig; and Associates, Iona Silverman and Kevin Monaghan. The Cyril Amarchand Mangaldas team was led by Mumbai-based Corporate Partner, Ramgovind Kuruppath, with Associates, Archit Bhatnagar and Megha Krishnamurthi.
The aggregate consideration for the transaction is c. €4.6 billion, of which Unilever‘s implied contribution through both cash and the issue of shares in HUL, its publicly listed subsidiary in India, totals c. €3.3 billion. The transaction is subject to customary regulatory and shareholder approvals, with expected completion in approximately 12 months.
The acquisition is aligned with Unilever’s stated strategy of increasing its presence in health-food categories and high-growth emerging markets.
Baker McKenzie recently advised Unilever on its acquisition of the personal care and homecare brands of Quala, the Latin American consumer goods company; as well as the sale of its AdeS soy-beverages business in Latin America to The Coca-Cola Company and Coca-Cola FEMSA, and its joint venture with Europe & Asia Commercial Company Limited in Myanmar.
The mandate is also the latest example of the work of Baker McKenzie's global Consumer Goods & Retail industry group, which uses industry insight and knowledge to best understand and anticipate clients needs.