Lawyers from a quartet of Am Law 100 firms have picked up roles on two big chemical transactions worth a total of $2.3 billion.
Platform Acquisition Holdings announced late Thursday its $1.8 billion buy of privately held MacDermid Group, a maker of specialty chemicals used by automotive manufacturers and the offshore drilling industry.
Greenberg Traurig partners Donn Beloff and Alan Annex, who chairs the firm’s New York corporate and securities practice, are leading a team from the firm advising Tortola, British Virgin Islands–based Platform Acquisition on the deal.
Other lawyers working on the matter include corporate partners Matthew Robbins, Kenneth Gerasimovich, Jonathan Malkin, Kara MacCullough, Brian Gavsie, Andrew Caunt, James Mountain, and Kelly Terribile; banking partner Cindy Davis; finance partner Frederick Fisher; employee benefits partners Steven Lapidus and Mindy Leathe; tax partners Harry Friedman and Robert Simon; and associates Zach Schlichter and Bethany Stokes.
This summer, the firm’s London affiliate Greenberg Traurig Maher advised Platform on a $905 million initial public offering on the London Stock Exchange. Platform is a shell company founded by so-called homeless billionaire Nicolas Berggruen and Martin Franklin, chairman of consumer products company Jarden Corp., solely to make acquisitions. (In September, The Am Law Daily reported on Greenberg’s role representing Jarden on its $1.75 billion purchase of Yankee Candle.)
Dechert corporate partner Geraldine Sinatra, tax partner Edward Lemanowicz, and associates Gregory Schernecke and Eric Rubin are representing Denver-based MacDermid on its proposed sale to Platform. John Cordani serves as general counsel for MacDermid, which filed plans for an IPO in 2011 but never went public. An SEC filing shows Cravath, Swaine & Moore and Latham & Watkins having roles on the aborted IPO.
The MacDermid sale is expected to close by the end of October.
Meanwhile, Shearman & Sterling is advising longtime client The Dow Chemical Company, which unveiled Friday the $500 million sale of its polypropylene licensing and catalyst unit to chemical conglomerate W.R. Grace & Co.
Dow, the world’s second-largest chemical company, said in a press release announcing the deal that it was part of a move to divest itself of noncore assets that “are no longer a strategic fit” in order to optimize their value. (Polypropylene is a plastic used in a variety of packaging materials.)
George Casey, global cohead of M&A at Shearman, is leading a team from the firm advising Midland, Michigan–based Dow Chemical that includes employee benefits partner Doreen Lilienfeld, tax partner Douglas McFadyen, M&A counsel Heiko Schiwek, IP counsel Jordan Altman, real estate counsel Jason Pratt, environmental counsel Robert Fagiola, and associates Kris Ferranti, Tammara Fort, Alykhan Kurji, Roger Morscheiser, Valerie Petein, Drew Shoals, Joanna Si, and Samara Thomas.
Shearman advised Dow on its $15.3 billion acquisition of plastics and adhesives manufacturer Rohm and Haas in 2008, a merger it later unsuccessfully tried to get out of after the Kuwaiti government canceled a joint venture deal with a state-controlled petrochemical company. (Shearman has been advising Dow in the years of litigation that followed.)
After the Rohm and Haas deal closed, Casey led a Shearman team in 2009 that advised Dow on the $1.7 billion sale of its Morton International unit to a German agrichemicals company. That was followed by the $1.6 billion sale of a Dow plastics unit to Bain Capital in 2010. In 2011, Shearman handled Dow’s $20 billion joint venture agreement to build a petrochemical plant in Saudi Arabia. (Dow’s general counsel is Charles Kalil.)
Fried, Frank, Harris, Shriver & Jacobson corporate partner Steven Epstein, who joined the firm in 2010 from O’Melveny & Myers, is leading a team providing outside counsel on the deal to Columbia, Maryland–based W.R. Grace. The company’s longtime general counsel is Mark Shelnitz.
W.R. Grace’s purchase of Dow’s polypropylene unit, which includes a manufacturing plant in Louisiana, is expected to close by year’s end, pending regulatory approvals.