Global law firm Proskauer advised Becton, Dickinson and Company on employee benefits matters in connection with its $12.2 billion merger with CareFusion Corporation. The transaction is subject to regulatory and CareFusion shareholder approvals and customary closing conditions, and is expected to close in the first half of calendar year 2015. More >>

Hogan Lovells represented TESARO, Inc. (Nasdaq: TSRO), an oncology-focused biopharmaceutical company, in its closing of a US$201.25 million public offering of three percent convertible senior notes due in 2021, including full exercise of the underwriters’ option.

TESARO used approximately US$20.83 million of the net proceeds from the offering to fund the payment of the cost of capped call transactions, and expects to use the remaining net proceeds to fund commercialization activities for rolapitant (oral formulation), clinical trials for rolapitant (intravenous formulation), niraparib and TESARO’s other product candidates, to carry out TESARO’s immuno-oncology platform strategy, and for working capital and general corporate purposes. Citigroup and Deutsche Bank Securities acted as joint book-running managers for the offering, with Leerink Partners, Baird and BMO Capital Markets acting as co-managers. More >>

Dresser-Rand Group Inc. (“Dresser-Rand” or the “Company”) (NYSE: DRC), a global supplier of rotating equipment and aftermarket parts and services, announced yesterday that it has entered into a definitive merger agreement with Siemens under which Siemens will acquire all of the outstanding shares of Dresser-Rand common stock for $83.00 per share in cash.

The transaction is valued at approximately $7.6 billion, including the assumption of debt. The price represents a premium of 37.4 percent over Dresser-Rand’s closing share price of $60.42 on July 16, 2014, the day before speculation in the press appeared regarding interest in Dresser-Rand. Additional per share cash consideration of $0.55 shall be applied on the first day of each month starting March 1, 2015, until the closing occurs. More >>

Willkie serves as real estate counsel to WPG in connection with the transaction, which role includes advising WPG on Glimcher’s $1.09 billion simultaneous sale of two malls to Simon Property Group.

On September 16, it was announced that Willkie client Washington Prime Group Inc. and Glimcher Realty Trust entered into a definitive agreement under which WPG will acquire Glimcher in a stock and cash transaction valued at $14.20 per Glimcher common share. The total transaction value, including the assumption of debt, is approximately $4.3 billion. More >>