Milwaukee-based manufacturing conglomerate Johnson Controls said Wednesday it has reached an agreement to buy Air Distribution Technologies from the Canada Pension Plan Investment Board (CPPIB) for roughly $1.6 billion.
The company changing hands makes a variety of air distribution and ventilation products—including grilles, fans and fire and smoke dampers—under such brand names as Hart & Cooley, Ruskin and Titus. Johnson, whose product offerings include automobile batteries and interior systems, plans to add its new acquisition to an existing division that makes heating and ventilation systems for buildings.
The deal is expected to close by the end of July, pending regulatory approvals.
Cleary Gottlieb Steen & Hamilton is advising Johnson on the transaction with a team that includes New York–based M&A partners Victor Lewkow and William Groll as well as antitrust partner Brian Byrne, who is based in Washington, D.C. Cleary associates Jessica Fan, Farrell Malone and Manoj Nair are also working on the deal, as are international lawyer Masechaba Bookholane and Cassandre Davilmar, an attorney who has not yet been admitted to the bar. Jerome Okarma serves as Johnson’s general counsel.
CPPIB bought Dallas-based Air Distribution Technologies from U.K. company Tomkins for $1.1 billion in 2012. The seller said in its own announcement of the deal that it expects to make about $1 billion in proceeds as a result of the sale once it closes.
Shearman & Sterling, which advised CPPIB on the financing of its purchase of Air Distribution Technologies, is now representing the company in connection with the sale to Johnson. The Shearman team working on the deal includes New York–based M&A partner Scott Petepiece, along with finance partner Patricia Hammes, tax partner Laurence Crouch, antitrust partner Jessica Delbaum, litigation partner Alan Goudiss, compensation and benefits partner Doreen Lilienfeld, IP transactions partner Samuel Waxman, M&A counsel Sean Skiffington, finance counsel Paul Epstein and environmental law counsel Jason Pratt.
The Shearman associates working on the matter are Nell Beekman, Robert Bucella, Elan DiMaio, Michael Jokic, Joseph Tucci III and Drew Valentine. John Butler, a former Torys partner, serves as CPPIB’s general counsel.