About

Team size: 55
Major law firms used: Addleshaw Goddard, Allen & Overy, Baker McKenzie, Bird & Bird, CMS Cameron McKenna Nabarro Olswang, Kirkland & Ellis, Simmons & Simmons, Slaughter and May

At the end of 2018, GlaxoSmithKline (GSK) and Pfizer announced a global joint venture that will, subject to regulatory clearances, create the world’s largest over-the-counter medicines company. The agreement sees the pair combine their consumer health businesses, with GSK retaining a 68% interest in the company, with an estimated annual turnover of £9.8bn.

The deal is expected to complete in the second half of 2019. Within three years of closing the transaction, GSK intends to separate the joint venture via a demerger of its equity interest and a listing of GSK Consumer Healthcare on the London Stock Exchange, separating it from its pharmaceuticals and vaccines businesses. It comes a few years after GSK and Novartis combined their consumer units as part of a major three-stage transaction that ultimately saw GSK buy Novartis’s 36.5% stake for $13bn in May 2018.

All that makes for a phenomenally busy year for general counsel Sean Roberts and his 55-strong team. Roberts led on the due diligence over a short four-week time frame, with Slaughter and May and Kirkland & Ellis advising the company. Roberts’ division has dedicated legal staff but can also access the wider GSK team – which is about 650-strong globally – in areas such as litigation. The Pfizer deal will most likely mean a bigger, standalone legal function will need to be created within consumer healthcare, however, before any demerger takes place.

‘I have a genuine excitement about this deal, which is ultimately designed to create two world-class companies. We have a unique opportunity to shape a future standalone company in line with the values we want to bring to it, but without any doubt, the focus at the moment is on integrating and delivering the Pfizer business.’

Roberts’ team has been at the forefront of training initiatives within the business, dubbed the ‘Digital Academy’, to upskill its lawyers. The academy began in the consumer healthcare division a couple of years ago but has since expanded to the wider GSK enterprise. ‘As I said two years ago, in three years we’re not going to be relevant practitioners if we don’t learn about the digital space. The academy has made a difference, but you never learn as much as when you do the work itself, so most of the learning is on the job.’