We are advising Intra-Cellular Therapies on the transaction

Davis Polk is advising Intra-Cellular Therapies, Inc. on its acquisition by Johnson & Johnson for $132.00 per share in cash for a total equity value of approximately $14.6 billion. The closing of the transaction is expected to occur later this year subject to applicable regulatory approvals, approval by Intra-Cellular Therapies’ stockholders and other customary closing conditions for a transaction of this type. Following completion of the transaction, Intra-Cellular Therapies’ common stock will no longer be listed for trading on the Nasdaq Global Select Market.

Intra-Cellular Therapies is a biopharmaceutical company founded on Nobel Prize-winning research that allows it to understand how therapies affect the inner workings of cells in the body. The company leverages this intracellular approach to develop innovative treatments for people living with complex psychiatric and neurologic diseases.

Johnson & Johnson’s strength in healthcare innovation empowers it to build a world where complex diseases are prevented, treated and cured, where treatments are smarter and less invasive, and solutions are personal. Through its expertise in innovative medicine and medtech, Johnson & Johnson is uniquely positioned to innovate across the full spectrum of healthcare solutions today to deliver the breakthroughs of tomorrow, and profoundly impact health for humanity.

The Davis Polk corporate team includes partners Michael Davis and Lee Hochbaum and associates Alexander J. Yang and Rahul Srivastava. Partner Veronica M. Wissel and associate Hao (Leo) Hu are providing executive compensation advice. Partner Jesse Solomon and associate Justin B. Peterson are providing antitrust and competition advice. Partner David R. Bauer is providing intellectual property advice. Partner William A. Curran is providing tax advice. Members of the Davis Polk team are based in the New York and Washington DC offices.