Private Equity - Sullivan & Cromwell LLP
←
→
Page content transcription
If your browser does not render page correctly, please read the page content below
Private Equity
Sullivan & Cromwell's Private Equity Group advises on private equity
investments, strategic investments and exits from those investments PRACTICES & CAPABILITIES
through mergers and acquisitions and capital markets transactions.
General Practice
The Firm's experience is the key to its success. Financing is often critical Mergers & Acquisitions
to the success of private equity transactions; S&C's private equity practice
includes expertise in high-yield debt offerings, bank lending and structured Corporate Governance
financings. Clients demand transactions that address the unique concerns
of investors and principals, and S&C has extensive experience structuring M&A Financial Advisory
and organizing private equity funds and representing investors in those
funds. Corporate Governance
Litigation
Private equity clients benefit from the Firm's expertise in a wide range of
other areas, including the Firm's M&A, executive compensation,
Private Equity
environmental law, insurance, intellectual property, litigation, capital
markets, bank lending, structured finance and tax practices. Sullivan &
Cromwell is also one of the world leaders in real estate private equity
transactions.
PRACTICE CONTACTS
S&C has local law capabilities in France, Germany, Japan, China and the
United Kingdom. This international presence allows the Firm to provide Brian E. Hamilton
highly integrated advice on cross-border deals. In Asia, S&C's private New York
equity practice works out of Beijing, Hong Kong and Tokyo—a presence T. +1-212-558-4000
that few other firms can match.
F. +1-212-558-3588
hamiltonb@sullcrom.com
SELECTED REPRESENTATIONS
Sullivan & Cromwell’s recent private equity experience includes
Rita-Anne O'Neill
representations of:
Los Angeles
Members of a group of creditors and equity investors in the $3
billion pre-packaged Chapter 11 restructuring of Acosta (2020) T. +1-310-712-6600
F. +1-310-712-8800
Advance in its $730 million acquisition of The IRONMAN Group oneillr@sullcrom.com
from Wanda Sports Group Company (2020) and, as the largest
shareholder in Discovery Communications, in Discovery’s $14.6
billion acquisition of Scripps Interactive (2018)
Richard A. Pollack
Altor Equity Partners in Altor Fund III’s divestment of the majority London
of its holding in Orchid Orthopedic Solutions to Nordic Capital Fund T. +44-20-7959-8900
IX (2019)
F. +44-20-7959-8950
Apeiron Investment Group in its $40 million investment of New York
additional capital in relation to the pending business combination T. +1-212-558-3497
between Rezolve and Armada Acquisition Corp. I, a publicly traded
F. +1-212-291-9116
SPAC (2021), and public delisting-takeover offer for DEAG
Deutsche Entertainment AG (2021) pollackr@sullcrom.com
ARAMARK Chairman and CEO Joseph Neubauer in the $8.3 billion
leveraged buyout of ARAMARK led by Mr. Neubauer and a group of Alison S. Ressler
four private equity sponsors, and in subsequent secondary sales
following ARAMARK’s IPO (2007) Los Angeles
T. +1-310-712-6630
Ares Management and its portfolio companies in multiple F. +1-310-407-2681
transactions including its acquisition of a majority interest in
New York
Kuecker Pulse Integration (2021); the senior preferred equity
Attorney Advertising • Prior results do not guarantee a similar outcome.financing in connection with Ferrellgas Partners’ restructuring T. +1-212-558-4000
transactions (2021); in connection with Macquarie Infrastructure and F. +1-212-558-3588
Real Assets’ acquisition of Cincinnati Bell for $2.9 billion (2020); as a resslera@sullcrom.com
member of a consortium co-led by Ares and Leonard Green &
Partners, in the acquisition of Press Ganey (2019); $1.45 billion
strategic partnership with DuPage Medical Group (2017);
acquisition of a significant stake in American Tire Distributors
(2015); and in ongoing corporate matters
Ares Management and Ascribe Capital as unsecured creditors in
Boart Longyear Limited’s restructuring (2017)
Ares Management and Ontario Teachers’ Pension Plan Board in
their acquisition of a majority interest in TricorBraun (2021) and
acquisition of CPG International (d/b/a The AZEK Company) by their
affiliated funds (2013), and The AZEK Company in its IPO, $350
million Rule 144A/Reg S offering of senior notes and $956 million
secondary offering of common stock (2020); acquisitions of
Versatex (2018) and UltraLox (2017); and in ongoing corporate
matters
Ascribe Capital as an investor in Fuse Media in connection with
the acquisition of a majority, controlling interest in Fuse by a
management group headed by Fuse’s CEO (2020)
ATL Investco in its acquisition of the Atlanta Hawks (2015)
Baker & Baker Group (formerly CSM Bakery Solutions), a portfolio
company of Rhône Capital, in its sales of Brill Inc. to Rise Baking
Company (2021), the CSM Ingredients business to Investindustrial
VII L.P. (2020) and its BakeMark business to Pamplona Capital
Management (2017)
Blackstone in connection with Precision Medicine Group’s major
investment and recapitalization (2020)
California Resources Corporation in its successful emergence
from Chapter 11 (2020) and its previous $825 million infrastructure
joint venture and equity investment with Development Capital
Resources (2018)
Canada Pension Plan Investment Board and its portfolio
companies in multiple transactions including its sale of its 31.6%
stake in Puget Holdings to Macquarie Group and Ontario Teachers’
Pension Plan Board (2021); $625 million acquisition through a joint
venture with Hudson Pacific Properties of a 668,000-square-foot
trophy office tower in Seattle (2020); as a minority investor in a
portfolio of properties owned by GLP’s U.S. funds in connection with
Blackstone’s $18.7 billion acquisition of assets from three of GLP’s
U.S. funds (2019); $750 million investment in Aqua America (2019);
$1.2 billion acquisition of Parkway (2017); and in ongoing corporate
matters
Canyon Capital in its $600 million PIPE transaction with New
Residential Investment Corp. (2020)
CIC Capital, as a member of a consortium led by Brookfield
Infrastructure and Brookfield Asset Management, in its $5.2 billion
acquisition of a 90% ownership interest in Nova Transportadora do
Sudeste from Petróleo Brasileiro (2017)
Consolidated Aerospace Manufacturing, controlled by Tinicum
L.P. and affiliated partnerships managed by Tinicum Incorporated,
in its sale to Stanley Black & Decker for up to $1.5 billion (2020)
Attorney Advertising • Prior results do not guarantee a similar outcome.Crescent Capital in Sun Life Financial’s $338 million acquisition of
a majority stake in Crescent (2020)
Deerfield Management as senior secured creditor, DIP lender and
plan sponsor in the Chapter 11 cases of Endologix (2020); as the
senior secured lender, DIP lender and plan sponsor in the Chapter
11 cases of Melinta Therapeutics (2020); and as the largest second
lien holder in the restructuring of Mallinckrodt (2019)
DigitalBridge Group in connection with its agreement to acquire
AMP Capital’s global infrastructure equity investment management
business (comprising four investment funds with $5.5 billion in
fee-earning assets under management) for $328 million (2022); its
agreement to acquire Wafra’s 31.5% ownership in DigitalBridge’s
investment management subsidiary for $800 million (2022) (which
followed its initial $400 million investment (2020)); its $3.2 billion
sale of its Wellness Infrastructure business to Highgate Capital
Investments and Aurora Health Network (2022); and its acquisition
of a controlling stake in Vertical Bridge Holdings (2021)
Eurazeo in the sale of its stake in Moncler by its subsidiary ECIP M
in four separate transactions for a combined value of €1.2 billion
(2015-2019)
GGP in its $28 billion acquisition by Brookfield Property Partners
(2018)
Global Knowledge Training in its sale to Churchill Capital Corp II,
a special purpose acquisition company, from Rhône Capital as part
of a three-way business combination with Software Luxembourg
Holding, creating a $1.5 billion company (2020)
Goldman Sachs Asset Management and its portfolio companies in
Financeit’s acquisition by Wafra Capital Partners (2022); in the
pending acquisition of LeasePlan by ALD (2022), LeasePlan’s
spin-off of CarNext and subsequent merger with the Constellation
Automotive (2021) and investment in LeasePlan (2015); as an
existing investor in CityFibre in connection with CityFibre’s latest
capital raise, in which it secured £825 million of equity from new
investors Mubadala and Interogo Holding (2021); and as a member
of a consortium with OMERS Infrastructure and AXA IM Alts, in the
consortium’s pending acquisition of Amedes Group from Antin
Infrastructure Partners (2021)
Goldman Sachs Asset Management Division and Altor in their
$1.05 billion sale of Navico to Brunswick Corporation (2021)
The Goldman Sachs Group in connection with Goldman Sachs
Asset Management’s purchase, alongside TMG Partners, of an
office campus located at 350-380 Ellis St. in Mountain View,
California from NortonLifeLock (2021)
Goldman Sachs Merchant Banking Division, in partnership with
ClearSky Security and NightDragon, in its acquisition of White Ops
from previous investors Paladin Capital Group, Grotech Ventures
and other shareholders (2020)
Investor group led by entrepreneur and sports card collector Nat
Turner, D1 Capital Partners and Cohen Private Ventures in its $853
million acquisition of Collectors Universe (2020)
Joe Tsai, executive vice chairman and co-founder of Alibaba
Group, in his purchase of a 49% interest in the Brooklyn Nets from
owner Mikhail Prokhorov (2018) and subsequent purchase of the
remaining 51% interest (2019); acquisition of full ownership of
Attorney Advertising • Prior results do not guarantee a similar outcome.Barclays Center (2019); and acquisition of the WNBA team known
as the New York Liberty (2019)
KKR & Co. in its acquisition of two commercial office condominium
units comprising the top 10 office floors, approximately 343,000
square feet, at 30 Hudson Yards in New York City and related
financing arrangements (2019)
Lion Capital as a shareholder, in connection with the $12.7 billion
purchases of significant equity stakes in Authentic Brand Group by
funds advised by CVC Capital Partners and HPS Investment
Partners (2021); in its affiliate’s DIP financing for and acquisition of
John Varvatos Enterprises in a Section 363 sale process (2020); in
its investment in, and the consideration of restructuring alternatives
for, Bumble Bee Foods (2017); and its acquisition of a minority
interest in Authentic Brands from certain of Authentic Brand’s
shareholders (2016)
LionTree Investment Fund in its purchase of convertible notes
issued by Oscar Health (2022) and investment in Savage X Fenty,
the lingerie brand founded by Rihanna (2022)
Madrone Capital Partners, as an equity investor, in connection
with eBay’s $4.05 billion sale of StubHub to viagogo (2020)
Oaktree Capital Management in its strategic financing agreement
with BioXcel Therapeutics, under which Oaktree and Qatar
Investment Authority will provide up to $260 million in gross funding
to support BioXcel’s commercial activities of IGALMI™
(dexmedetomidine) sublingual film, the expansion of clinical
development efforts of BXCL501, and for BioXcel’s additional
neuroscience and immuno-oncology clinical programs (2022);
Aspiration's $315 million equity financings from Oaktree and
affiliates of Steve Ballmer (2021); its $250 million investment in
Priority Power Management (2021); its investment in Albertsons
Companies alongside funds affiliated with Apollo Global
Management and other investors for an aggregate of $1.75 billion
(2020); its investments in Healthy Spot (2019) and Thrasio (2021);
and the underwriters in its IPO and follow-on offering (2012)
Consortium comprising OMERS Infrastructure Management,
Canada Pension Plan Investment Board and Ontario Teachers’
Pension Plan in its acquisition of Skyway Concession Company
(2016)
Ontario Teachers’ Pension Plan Board and its portfolio
companies in multiple transactions including its strategic investment
in Mitratech (2021); acquisition of a minority stake in Epic Games
(2020); equity partnership with IFM Investors and British Columbia
Investment Management in GCT Global Container Terminals
(2018) and acquisitions of PODS (2015) and SeaCube Container
(2013)
Platinum Equity in its acquisition of a controlling equity stake,
along with other noteholders, in the reorganization of Key Energy
Services (2016) and Key Energy Services in its out-of-court
restructuring through a debt to equity conversion (2020); and in
connection with various loan-to-own transactions
Rhône Capital and its portfolio companies in multiple transactions
including its $560 million acquisition of Fogo de Chão (2018);
acquisition of Apax Partners’ remaining shares of the parent
company of GardaWorld Security (2017) and subsequent $3.96
billion sale of its equity interest in GardaWorld to GardaWorld’s
Founder, Chairman & CEO and others (2019); and $1.2 billion
Attorney Advertising • Prior results do not guarantee a similar outcome.acquisition of 100% of the share capital of Zodiac Pool Solutions
from a fund affiliated with the Carlyle Group (2016) and the
subsequent combination of Zodiac and Fluidra (2018)
Rhône Capital and Ranpak Corporation in connection with One
Madison Corporation’s acquisition of Ranpak from affiliates of
Rhône Capital, valuing Ranpak at approximately $1.09 billion (2019)
Riverstone Holdings and Pattern Energy Group Holdings 2 LP
(Pattern Development) in connection with Canada Pension Plan
Investment Board (CPPIB) and Riverstone’s combination of Pattern
Energy Group Inc. and Pattern Development under common
ownership following CPPIB’s acquisition of Pattern Energy Group
(2020)
SoftBank Group in a series of capital raising transactions which
involved monetizing a portion of its shares of Alibaba Group Holding
for a total transaction size of $10 billion (2016) and a series of
capital markets transactions which involved monetizing a portion of
its shares of T-Mobile US, Inc. for a total transaction size of
approximately $20 billion (2020)
A sovereign wealth fund in a number of co-investment transactions
SPO Partners in the $900 million sale of its aggregates business,
Aggregates USA, to Vulcan Materials (2017) and in its investment in
shares of Series C Liberty Media common stock in connection with
Liberty’s acquisition of Formula 1 (2017)
Standard Investments and Standard Industries, as the largest
stockholder in GCP Applied Technologies, in connection with
Saint-Gobain’s $2.3 billion pending acquisition of all outstanding
shares of GCP (2021)
Temasek in various equity and credit investments, including its
significant investment in connection with Kaseya’s $6.2 billion
acquisition of Datto (2022) and its investment in Creative Artists
Agency (2017)
Tillman Global Holdings in connection with the $150 million
investment in Tillman Digital Cities by HPS Investment Partners
(2021); in connection with UBS Asset Management’s strategic
minority investment in Tillman Infrastructure (2020); Tillman
Infrastructure’s initial equity investment and senior secured term
loan from a consortium consisting of Melody Capital and
Tennenbaum Capital (2017); and in its formation with TPG Growth
of Apollo Towers (2018)
Tinicum and its portfolio companies in multiple transactions
including its acquisition of a 58 percent interest in Wesco Group
(2018) and acquisitions of Astrodyne (2017) and outdoor advertising
/ billboard assets from Clear Channel (2016)
Verily Life Sciences, an Alphabet company, in its $1 billion
investment round, led by Silver Lake and including Ontario
Teachers’ Pension Plan and other global investment management
firms (2019) and sale of a minority interest to Temasek (2017)
Versa Capital Management in connection with Milliken &
Company’s acquisition of Polartec from Versa (2019) and in
financing matters in connection with AVENUE Stores, LLC’s
successful refinancing of its outstanding capital structure (2019);
and the acquisition of Sport Chalet by Vestis Retail Group, owned
by funds advised by Versa (2014)
Attorney Advertising • Prior results do not guarantee a similar outcome.West Street Infrastructure Partners III as part of a consortium
with Global Energy & Power Infrastructure Fund III and its
co-investor, Mubadala Investment Company PJSC, in the
consortium's offer for Calisen (2020)
West Street Infrastructure Partners IV in its recommended offer
for Adapteo (2021)
Wren House Infrastructure in its acquisition of i3 Broadband from
Seaport Capital (2020)
York Capital, who led the Ad Hoc Committee of Senior Secured
Note holders, in relation to Bibby Offshore Group’s financial
restructuring and recapitalization (2018)
Attorney Advertising • Prior results do not guarantee a similar outcome.You can also read
