Bloomberg News

Shire’s Right-on-the-Money Kilsby Drives Up Deal’s Price

July 14, 2014

Shire Plc Chairwoman Susan Kilsby

During a 34-year banking career, Shire Plc Chairwoman Susan Kilsby has worked with First Boston, Bankers Trust, Barclays de Zoete Wedd and Credit Suisse. Photographer: Matthew Ford/Shire Plc via Bloomberg

As an investment banker and now chairwoman of Shire Plc (SHP), Susan Kilsby has built her reputation on picking a high price target, and sticking to it.

When Fortune Brands Inc. was weighing a bid for the Swedish maker of Absolut vodka in 2008, the company sought advice from Kilsby, then a mergers and acquisitions banker with Credit Suisse AG. She told them the company was worth far more than Fortune was willing to pay.

“Susan told us what she thought the value was going to be, which we thought was a bit ridiculous,” said Norm Wesley, Fortune Brands’ leader. “I was sure she was wrong, that it wasn’t going to go for that much.”

Turns out, Kilsby was “right on the money,” said Wesley, who lost out to a higher bidder.

Now Kilsby, 55, has shown her deal-making acumen again. After rejecting four previous offers from U.S.-based AbbVie Inc. (ABBV:US), Shire agreed to back a 31.4 billion pound ($53.7 billion) takeover offer. The early resistance, though, helped her company secure a potential 54 percent boost in value from the time AbbVie first came calling. If consummated, the acquisition would be both the biggest deal among drugmakers and the largest cross-border pact in any industry this year.

“Her M&A skills have to be part of the reason why AbbVie has made five bids and they’re still talking,” said Scott Lindsay, who heads mergers and acquisitions at Credit Suisse in New York, in a telephone interview. “That shows you somebody that has both a great deal of respect for shareholder value and the ability to deliver it.”

Kilsby, who confirmed some personal details in an e-mail, declined further comment as the negotiations continue.

Mets Tickets

Now based in Switzerland after living in London for years, Kilsby is an American citizen who holds season tickets for the New York Mets baseball team and a U.K. passport. During a 34-year banking career, she has worked with First Boston, Bankers Trust, Barclays de Zoete Wedd and Credit Suisse.

Kilsby was educated in the U.S., gaining a BA in economics from Wellesley College in Massachusetts and an MBA from Yale University in New Haven, Connecticut. She is married to Richard Kilsby, chairman of the Internet gaming company 888 Holding Plc. She has two stepchildren, James, 31, a journalist in Washington, and Amanda, 29, a doctor in the U.K.

She was a part-time senior adviser to Credit Suisse when she quit in April to become Shire’s chairman, replacing Matthew Emmens, the board leader for six years.

While little has leaked out on the specifics of the Shire talks, Fortune Brands’ Wesley said the company’s shareholders can count on Kilsby doing the right thing by them.

‘The Exception’

“I’ve dealt with a bunch of bankers in my life and typically they’re fee-driven and looking out for their own best interests,” he said. “Susan was, in my mind, the exception. I never, ever felt that she had anybody’s interests other than ours first in line.”

By acquiring Shire, which splits operations between the U.S. and the U.K., and moving its legal domicile to the U.K., AbbVie would gain two advantages: Cutting its business tax rate, and adding treatments for rare diseases and attention deficit disorder that would help ease the company’s reliance on the rheumatoid arthritis injection Humira, which generates more than half its revenue.

Under the U.K. takeover rules, the companies have a July 18 deadline to make the deal or ask for an extension.

Abbvie’s bid is the latest proposed by a U.S. company seeking lower taxes and the freedom to spend overseas cash. On June 15, Medtronic Inc. agreed to buy Dublin-based Covidien Plc, a maker of medical equipment.

Pfizer Inc. also bid $117 billion for London-based AstraZeneca Plc -- and was rejected -- in what would have been the largest deal in drug industry history.

Four Boards

Wesley was so impressed with Kilsby he invited her to join Keurig Green Mountain Inc. (GMCR:US)’s board last year after his own appointment as chairman. Kilsby advised Keurig Chief Executive Officer Brian Kelley on the company’s deal with Coca-Cola Co. in May, he said.

Keurig’s is the fourth board, including Shire’s, that Kilsby has joined since 2011 after a banking career that culminated in her becoming the head of Credit Suisse’s mergers and acquisitions team for Europe, the Middle East and Africa. The other boards are Coca-Cola HBC AG, a drink bottler, and BBA Aviation Plc, a provider of bases for business jets.

“She’s flunking retirement,” Wesley said.

Having worked in both New York and London, Kilsby is one of the few bankers that understands how to get deals done on both sides of the Atlantic, including unsolicited bids like AbbVie’s for Shire, Credit Suisse’s Lindsay said.

Beam, Altadis

In her time at Credit Suisse, Kilsby advised Beam Inc. on its $16 billion takeover by Suntory Holdings Ltd., and worked with Altadis SA on its 12.6 billion euro acquisition by Imperial Tobacco Group Plc in 2008.

Jack Maier, who worked with Kilsby at Credit Suisse more than a decade ago, is now head of investment banking at Headwaters MB. “I can’t remember an instance where she lost it, or even raised her voice,” he said in a telephone interview. “She didn’t have enemies that I was aware of. She succeeded in a number of different roles that she had, and survived literally dozens of rounds of restructurings and layoffs over the course of many years.”

Kilsby has also shared her expertise with other women in finance, co-founding the Competitor Diversity Forum in London about 12 years ago along with Marisa Drew, the head of European investment banking and co-head of global markets at Credit Suisse. Drew said she moved from Merrill Lynch to Credit Suisse partly because of Kilsby.

‘Major Influence’

“There were two firms I was seriously considering at the time, and one of the major influences was looking over and seeing her being a success at Credit Suisse,” Drew said in a telephone interview.

At Keurig board meetings, Kilsby tends to do more listening than speaking, Wesley said. “She doesn’t need to hear herself talk,” he said. “When she speaks people listen, because she generally has something to say.”

Kilsby is the one person whose advice he’d want in a difficult M&A situation, he said.

“If you’re going to go to war, I would value her opinion more than anybody’s,” he said. “The fact that they have her as chairman is extraordinarily lucky for them.”

To contact the reporter on this story: Simeon Bennett in Geneva at sbennett9@bloomberg.net

To contact the editors responsible for this story: Phil Serafino at pserafino@bloomberg.net Reg Gale, Drew Armstrong


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