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The Firm is representing J.P. Morgan Securities LLC in its role as financial advisor to Forest Laboratories, Inc. (NYSE: FRX) in connection with Actavis plc’s (NYSE: ACT) definitive agreement to acquire Forest for a combination of cash and equity valued at, based on Actavis’ pre-announcement closing price, approximately $25 billion or $89.48 per Forest share. In the proposed transaction, shareholders of Forest will receive 0.3306 shares of Actavis common stock and $26.04 in cash for each share of Forest. The transaction will include an election mechanism for Forest shareholders to elect all-stock or all-cash consideration, subject to proration in accordance with the terms of the merger agreement. The transaction is subject to the approval of the shareholders of both companies, as well as customary regulatory approvals, including a Hart-Scott-Rodino review in the United States.

Forest is a leading, fully integrated, specialty pharmaceutical company largely focused on the United States market. Forest markets a portfolio of branded drug products and develops new medicines to treat patients suffering from diseases principally in the following therapeutic areas: central nervous system, cardiovascular, gastrointestinal, respiratory, anti-infective, and cystic fibrosis. Actavis is a global, integrated specialty pharmaceutical company focused on developing, manufacturing and distributing generic, brand and biosimilar products and has commercial operations in approximately 60 countries.

The Simpson Thacher team includes Caroline Gottschalk, Robert Spatt and Michael T. Holick.