St. Paul–based conglomerate 3M said Monday it will pay $860 million, including assumed debt, to acquire ceramics company Ceradyne Inc.
3M will pay $35 in cash for each share in Costa Mesa, California–based Ceradyne, with the transaction expected to close before the end of the year. The target—which has operations in the United States, Canada, China, and Germany—has annual revenues of roughly $500 million. According to the press release announcing the deal, Ceradyne produces technical ceramics used in the transportation, energy, and defense industries. The company’s products range from drill motor bearings to military body armor.
The deal is the largest yet for 3M under CEO Inge Thulin, who succeeded George Buckley in February and said last month that the Post-it note maker is primed to make bigger acquisitions than it has in the past, according to Bloomberg.
Cleary Gottlieb Steen & Hamilton is advising 3M on the acquisition, with a team led by corporate partner Christopher Austin. Employee benefits partner Richard Susko, intellectual property partner Leonard Jacoby, tax counsel Meyer Fedida, and environmental counsel W. Richard Bidstrup are also working on the deal. Partners Mark Leddy, Brian Byrne, and Stephen Barthelmess are advising on antitrust aspects.
Cleary’s past work for 3M includes advising on the company’s $943 million purchase of biometrics company Cogent Inc. in 2010.
Information about whether Ceradyne turned to outside counsel on the matter was not immediately available. Kirkland & Ellis corporate partners Daniel Wolf and Joshua Zachariah are advising Citibank in its role as financial adviser to Ceradyne.
3M announced Friday that former general counsel for the U.S. Department of Homeland Security Ivan Fong will be joining the company this month as its top in-house lawyer. Fong is a former partner at Covington & Burling, a firm that has had a long-standing relationship with the company.
As Am Law Daily sibling publication Corporate Counsel has reported, 3M sued Covington in U.S. District Court in Minneapolis earlier this year for breach of fiduciary duty and breach of contract. After the firm moved to dismiss the litigation on jurisdictional grounds, 3M refiled the suit in state court in Minnesota. Among other things, 3M seeks the repayment of 18 years worth of legal fees it paid Covington.
3M, which is represented in the suit by Dallas firm Bickel & Brewer, launched the litigation a month after moving to disqualify Covington from a natural resources damage suit in which the firm is representing the state of Minnesota against the company. In a brief filed in response to that motion, Covington labeled 3M’s claims “inflammatory and unsubstantiated.” And in a motion to dismiss 3M’s suit, Covington vowed to show that the breach claims were baseless “at an appropriate time.”