Published in CFO Award Profiles

Brown navigated unprecedented challenges to help Perrigo fend off hostile takeover

BY Sunday, May 15, 2016 11:07am

For Judy Brown, 2015 was a “whirlwind” year.

Between March and November, the chief financial officer and executive vice president at Perrigo Co. plc was involved in 16 meetings of the board of directors and had more than 1,000 interactions with investors. Brown also took part in “continuous road shows” with shareholders as the company responded to an unsolicited offer from Mylan NV that later turned into a hostile takeover bid.

That eight-month effort came immediately after Perrigo closed on an $8.6 billion deal to acquire Belgium-based Omega Pharma NV and began to integrate the company into its operations.

Through it all, there was still a growing, $5.35 billion global business to run.

“It was an incredibly dynamic year for the core team,” said Brown, Perrigo’s CFO for  nearly a decade and a key executive on the senior management team as the company became a global player in its industry.

“For the core team, it was a continuously changing and evolving agenda with continuously moving parts, just given the fact that the entire thing was being played out in the media,” she said.

Brown’s role in steering Perrigo through the year, including successfully fending off Mylan, earned her recognition locally as a 2016 MiBiz CFO of the Year, an award she previously won in 2013.

The past year was challenging not just professionally for Brown but personally as well. As the Mylan saga played out from the spring through the early fall, often turning contentious with claims and counterclaims, Brown traveled constantly. She was on the road every week, at times unsure of exactly what town she would travel to the next day.

On four or five occasions, she was away from her family for stretches that lasted two weeks or longer.

“I missed a year in my children’s upbringing,” Brown said.

Amid spending so much time away from family, she and other executives and employees were heartened by the public show of support that Perrigo received back home during the hostile takeover attempt by Mylan.

The “blue heart” campaign organized last fall by local business organizations reflected the 127-year-old Perrigo’s legacy in its hometown of Allegan and in West Michigan.

“There are a lot of people whose lives are centered around this business model and this community and what we deliver. You see a lot of true, heartfelt emotions about the company and our dedication to it. I think that’s something to be incredibly proud of,” Brown said. “Because of the passion that we feel for this company and being here and trying to serve the shareholders and the organization, it’s not just because it’s a job. It’s because there’s a lot of commitment to the core tenants of the company and trying to do the right thing.

“Of course, there’s a lot of emotion that gets built into it, and the outpouring with the blue heart (campaign) meant a lot to people who had given up their life for a year. … Everyone was grateful and thankful for the work that had been done.”

That work paid off in November when Mylan failed to get enough Perrigo shareholders to tender their shares, ending the hostile takeover attempt.

Despite the long hours and constant travel, the events of last year made her a better CFO and leader, enhanced her management skills, and, she hopes, made her a better communicator.

“It was challenging and yet (a year) with great learning in being forced to focus and reprioritize and continually sharpen the mind and sharpen your ability to focus on items of critical urgency. You learn time management. If you thought you were good at it before, you get much better at it,” Brown said. “As a CFO, you need to continually bring the voice of the shareholder forward in the boardroom and with management because there are many stakeholders in a situation like that — the community, employees, investors, customers and suppliers. It’s a huge infrastructure of stakeholders. 

“A CFO has to be razor focused on shareholders and analytics because there are other voices at the table who can represent other stakeholders. It’s always a critical aspect of a CFO’s job, but going through the process underscores it 20 times.”

With the Mylan ordeal now in the past, Perrigo still faces major challenges. Chairman and CEO Joe Papa, who led the charge against Mylan, resigned in late April to become CEO of  Quebec-based Valeant Pharmaceuticals International Inc. Perrigo directors quickly named company President John Hendrickson to succeed him.

As that occurred, Perrigo significantly lowered earnings guidance for 2016, which sent the company’s share price tumbling.

Prior to joining Perrigo in 2004 as corporate controller and then becoming CFO in July 2006, Brown worked at St. Joseph-based Whirlpool Corp. in the U.S. and Italy and for Ernst & Young in Germany and Chicago.

She takes pride in having developed a “great team” at Perrigo as the company grew quickly in the past decade, executed numerous acquisitions and expanded globally.

Perrigo’s organic growth, acquisition strategy and the events of 2015 put an “enormous strain” on a “clearly world class” finance team she oversees. 

“Growing at the pace we’ve grown organically alone would be enough to put any finance team under strain, and this group has really risen to every challenge,” Brown said. “I could not be more proud of that team and Perrigo’s financials are in good hands.

“They’ve continued to grow their processes and procedures to be able to be ready for the strategic changes in front of us while handling all of the firefighting of such things as big M&A and the takeover battle last year — and they have done that with grace and aplomb.”

As she reflects on the past year, Brown said the biggest lesson learned is “the critical importance of keeping true to your core and your company’s core tenants and transparency.”

“Taking in data and being willing to change your course based on facts, as necessary, but keeping your core, underlying principles and tact will always serve you in the long run,” she said. “There were a lot of voices that said, ‘do this, do this, do this.’ But at the end of the day, you have to clear the noise out of your head and make sure you are trying to stay focused on core principles and back those up with facts at the moment and information.” 

Sidebar: Judy Brown, Perrigo Co. plc

  • Gross revenue for 2015: $3.53 billion
  • Total employees: 13,000 worldwide, about 4,500 in West Michigan
  • Transformational moment: Moving to Germany in 1993 when she worked for Ernst & Young, and then to Italy from 1998 to 2002 while at Whirlpool Corp., and then going to work for Perrigo in 2004.
  • Mission critical: “Maintaining a high-quality team that understands the importance of and is dedicated to the mission of high-quality financial information, both from an accounting and reporting perspective — but, critically, from a financial planning and analysis perspective. (We need to be) strategic in how we do tax planning, investor relations and communications, (and have) a sound balance sheet. Importantly in my role and the purview that I have with Wall Street, (companies must) maintain continuous, open, honest, transparent communications with shareholders.”
  • Academic degrees: Bachelor’s degree in accountancy (graduated with honors), University of Illinois at Urbana-Champaign, 1990; MBA, University of Chicago, 1998.
  • Community involvement: Board of directors and audit committee at Belden Corp.; Michigan Economic Development Foundation board of directors; Perrigo Charitable Foundation board member; Economic Club of Grand Rapids board of directors; National Association of Corporate Directors; American Institute of Certified Public Accountants
  • Company Advisers: Morgan Stanley (financial); Wachtell, Lipton, Rosen & Katz LLP (legal); Ernst & Young (accountant)

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