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February 22, 2011
NEW YORK, February 22, 2011 — Forest Laboratories, Inc. (NYSE: FRX) and Clinical Data, Inc. (NASDAQ: CLDA) announced today that they have entered into a merger agreement pursuant to which Forest will acquire Clinical Data, a specialty pharmaceutical company focused on the development of first-in-class and best-in-category therapeutics. Covington & Burling LLP advised Forest in the $1.2 billion transaction that is expected to close in 2011.
Under the agreement, Forest will pay $30 per share in cash, totaling approximately $1.2 billion net of cash, plus contingent consideration of up to $6 per share that may be paid upon achievement of certain commercial milestones related to the Viibryd(TM), antidepressant for the treatment of major depressive disorder.
Forest Laboratories’ longstanding global partnerships and track record developing and marketing pharmaceutical products in the United States have yielded its well-established central nervous system and cardiovascular franchises and innovations in anti-infective medicine.
The New York-based Covington corporate team was led by partner Andrew Ment with associates Silas Lum*, Patrick Manchester*, Autumn Marton, Jessica Milner, Edward Tsai, and Sara Turken. The team also included Washington-based partner Michael Francese and associate Christen Sewell (benefits) and partner Michael Labson and associate Elizabeth Jungman (regulatory); and from Brussels, special competition counsel Miranda Cole.
*Not yet admitted to practice.