Salt Lake City–based nuclear waste management company EnergySolutions Inc. said Monday that it has agreed to be acquired by a subsidiary of private equity firm Energy Capital Partners in a $1.1 billion deal that reportedly includes roughly $800 million in debt.
Energy Capital, which has offices in San Diego and Short Hills, New Jersey, will pay $3.75 in cash for each EnergySolutions share. Reuters reports that Energy Capital will pay a total cash consideration of $338.5 million, with the rest of the deal price comprised of EnergySolutions’s sizable debt.
Energy Capital is acquiring a business, with locations in 11 states, that provides nuclear waste disposal and decommissioning services to 22 power plants as well as the governments of the United States and United Kingdom. The private equity firm plans to inject funds into the business to support EnergySolutions’s expansion strategy both in North America and overseas, according to the deal announcement.
The sale has been unanimously approved by EnergySolutions’s board, which will now have the ability to solicit alternative proposals during a “go-shop” period that will last through February 6, under the terms of the agreement. The deal is subject to approval by EnergySolutions’s shareholders, as well as by regulators in the U.S. and U.K.
Latham & Watkins is advising Energy Capital on the acquisition with a deal team led by corporate partners David Kurzweil and David Lee in New York and Orange County, respectively. Latham frequently advises Energy Capital on transactions with Kurzweil advising on a number of them, including the 2006 acquisition of competitive generation assets from Northeast Utilities for $1.34 billion. In 2011, Lee advised Energy Capital on its $101 million purchase of CoaLogix.
Andrew Singer, Energy Capital’s general counsel, is a former Latham partner who served as global chair of the firm’s project development and finance group before joining Energy Capital in 2005.
Also working on the deal for Latham: finance partners Jeffrey Greenberg and Matthew Henegar; capital markets partner Gregory Rodgers, benefits and compensation partners James Barrall and Catherine Drinnan; environment, land and resources partners Christopher Norton and Christine Rolph; litigation partners David Hazelton, Thomas Heiden, Zachary Fardon, John Shyer, Edward Shapiro; litigation counsel Kyle Jefcoat, Dean Baxtresser, and Les Carnegie; securities litigation partner Michele Johnson; real estate partner Robert Frances; tax partners David Raab and Daniel Friel; antitrust partners Bruce Prager and John Colahan; investment funds partner Nadia Sager; and intellectual property counsel David Kuiper.
Latham Washington, D.C. finance partner David Schwartz is advising on nuclear regulatory issues, along with associate David Pettit. Other Latham associates on the deal are: corporate associates Michael Young, Darren Schecter, Aneta Ferguson, and Michael Kang; finance associate Veronica Relea; benefits and compensation associates Thomas Asmar, Daniel Ricks, Kathryn Ramsden, Gretchen Lennon, and Josephine Jay; environment, land and resources associates Davon Collins, Charles Anthony, and Matthew Thurlow; real estate associates James Mann and Sean McClure; tax associates Matthew Dewitz and Mel Adkins; and litigation associates Eric Swibel and Sarah Diamond.
EnergySolutions is being advised by Skadden, Arps, Slate, Meagher & Flom. The firm’s team includes Palo Alto–based corporate partners Leif King and Kenton King, as well as banking partner Kristine Dunn and executive compensation and benefits partner Joseph Yaffe.
EnergySolutions’s general counsel is David Angerbauer.
The sale of EnergySolutions wasn’t the only action Skadden saw Monday, as the firm also advised Castle Harlan Inc. on its sale of IDQ Acquisition Corp. to private equity firm Kinderhook Industries. Financial terms of that deal, also announced Monday, were not disclosed—but, Castle Harlan paid $160 million for IDQ two years ago. The Garland, Texas–based company specializes in Do-it-Yourself repair products for automotive air conditioners.
Skadden’s New York–based team on that transaction includes M&A partners Marc Packer and Ann Beth Stebbins, as well as tax partner Diana Lopo and corporate finance counsel Michael Schwartz.
Kirkland & Ellis New York corporate partners W. Brian Raftery and Christian Nagler are leading a team from that firm that is advising Kinderhook.
Skadden is coming off a big year for dealmaking, with the firm topping recent lists compiled by both Bloomberg and Thomson Reuters of the law firms that advised on the largest M&A deals of 2012.