Cooper Tire, the fourth-largest tire manufacturer in North America, announced Wednesday that it would sell itself to Apollo Tyres, India’s second-largest tire company, in an cash deal. Bloomberg reports that the deal is the largest takeover of an auto parts maker since 2007.
Sullivan & Cromwell and Amarchand & Mangaldas & Suresh A. Shroff & Co. are advising Apollo Tyres on the transaction. Shardul Shroff, the managing partner at Amarchand, which he has helped grow into India’s largest firm, serves as an independent member of the board of directors for Gurgaon-based Apollo Tyres.
New York M&A partners Scott Miller and Jay Clayton are leading an S&C team working on the matter that includes London finance partner Presley Warner and European antitrust head Juan Rodriguez, who is also in London. (Warner joined S&C’s London office in 2011 from Magic Circle firm Freshfields Bruckhaus Deringer.)
Miller is no stranger to auto sector sales, having been named an Am Law Daily Dealmaker of the Week in 2009 for his role advising Italian auto giant Fiat on its acquisition of struggling Chrysler in a deal that helped reshape the U.S. auto industry.
P.N. Wahal serves as company secretary, compliance officer, and head of legal for Apollo Tyres, whose current chief legal officer is Shahana Basu Kanodia, a former chair of the South Asia practice at a predecessor of Edwards Wildman Palmer. Apollo Tyres’ proposed purchase of Cooper Tire, which is being financed entirely with debt, will create the world’s seventh-largest tire company.
Stephen Zamansky, who began his legal career at S&C in the early 1990s, serves as general counsel of Cooper Tire. The Findlay, Ohio-based company is being advised by a team of lawyers from Jones Day led by M&A partners Lyle Ganske, Peter Izanec, and James Dougherty, banking and finance cohead Brett Barragate, employee benefits partners Manan “Mike” Shah and Daniel Hagen, and labor and employment partner Stanley Weiner. Ganske is the former head of Jones Day’s Cleveland office.
Cooper Tire has been a longtime client of Jones Day, which has handled litigation and high-profile transactional work for the company, including the $1.1 billion sale in 2004 of its auto parts business to The Cypress Group and Goldman Sachs Capital Partners.
Jones Day’s Ganske and Dougherty are also experts in advising U.S. manufacturers—both were named Am Law Daily Dealmakers of the Week in 2011 for representing aerospace and defense giant Goodrich Corp. on its $18.4 billion sale to United Technologies. Their colleague Izanec recently received an honorable mention in The American Lawyer‘s annual Dealmakers of the Year issue for his role helping General Motors trim its crushing pension burden.
U.S. Senate records show that Winston & Strawn received $80,000 from Cooper Tire last year for lobbying work related to the company’s “efforts to improve the business climate for U.S. manufacturing and the tire industry, reflecting an interest in trade, taxation, labor, health care, transportation safety, and tort and regulatory reform issues.”
Cooper Tire, which was founded in 1914 and has more than 13,300 employees, has promised to honor the terms of collective bargaining agreements negotiated with its labor unions. The company expects its sale to Apollo Tyres to close in the second half of this year, pending the approval of shareholders and U.S. regulators.