Buyout firm The Blackstone Group has agreed to buy Denver-based industrial manufacturer Gates Global from its current owners, fellow private equity firm Onex and the Canada Pension Plan Investment Board (CPPIB), in a $5.4 billion deal announced Friday.
Blackstone had considered teaming with private equity firm TPG Capital to make a bid for Gates, but the latter lost interest in a potential deal over the past month, according to The New York Times. Onex and CPPIB, which acquired Gates as part of their purchase of U.K. manufacturer Tomkins in 2010, have been exploring a sale of the unit for more than a year while continuing to look to recoup their initial investment in Tomkins. Pursuing a dual-track strategy, Gates’ owners had filed the necessary paperwork in December to launch an IPO expected to raise $100 million.
With the sale of Gates, Onex and CPPIB say they will have successfully divested eight divisions of Tomkins, which was acquired in a deal worth about $5 billion, including assumed debt. In announcing Friday’s deal, Onex said the eight unit sales have generated roughly $4.7 billion.
Gates’ product offerings include hydraulics, industrial hoses and power transmission belts that are used in the automotive, agricultural and energy industries. The companies expect the deal to close “later this year,” pending regulatory approval.
Blackstone has turned to its longtime outside counsel at Simpson Thacher & Bartlett for legal advice on the purchase. As The Am Law Daily has previously reported, Blackstone’s chief legal officer is former Simpson Thacher M&A cochair John Finley, and the firm’s lawyers often get the call for the private equity firm’s transaction work.
Last month, Simpson Thacher advised Blackstone on its purchase of an 80 percent stake in another Denver-based company, information security outfit Accuvant. While the value of that deal was not disclosed, it was reportedly worth $225 million. The firm also advised on Blackstone’s recent venture into high fashion via the $287 million purchase of a 20 percent stake in Italian design house Gianni Versace in February.
New York–based M&A partners Wilson Neely and Anthony Vernace are leading a Simpson Thacher team working on the Gates deal that also includes credit partner Alden Millard, compensation and benefits partner Gregory Grogan, tax partner Gary Mandel, capital markets partner Edward Tolley, IP partner Lori Lesser, compensation and benefits counsel Aimee Adler, senior corporate counsel Adeeb Fadil, real estate counsel Krista McManus and senior litigation counsel Elisa Alcabes. The Simpson Thacher associates working on the deal are Nicholas Barker, Brian Gluck, Holly Gurian, Samantha Himelman, Noreen Lavan, Joo Hyun Lee, Jonathan Ozner, Mitchell Ryan, Benjamin Schaye, Leah Shen, Douglas Tang, Chris Vena and Adam Wells. (Also advising are Brian Novell and Kathryn Altomonte, associates who have not yet been admitted to the bar.)
Latham & Watkins, meanwhile, is representing Gates as well as Onex and CPPIB. Corporate partners Paul Sheridan and Shaun Hartley, who are based in Washington, D.C., and Chicago, respectively, are leading the firm’s team on the matter. Also advising from Latham are tax partner David Raab, employee benefits partner David Della Rocca, environmental law partner James Barrett, antitrust partner Michael Egge, corporate counsel Aaron Hullman, IP counsel Kieran Dickinson, real estate counsel Betsy Mukamal, antitrust counsel Hector Armengood and finance partners Jennifer Van Driesen, Rachel Sheridan and Scott Forchheimer. The Latham associates working on the deal are Shagufa Hossain, Adam Kestenbaum, Daniel Mathias, Rohith Parasuraman, Abigail Raish and Andrea Ramezan-Jackson.
Latham previously advised Onex and CPPIB on their purchase of Tomkins in 2010. Prior to that, the firm advised Onex when it teamed with The Carlyle Group to acquire Allison Transmission from General Motors for $5.6 billion.