Kirkland & Ellis, which has been busy this year on the transactional and bankruptcy fronts, has picked up M&A roles for one of its many private equity clients and one of the world’s largest farm equipment manufacturers.
In a big bet on President Donald Trump’s potential $1 trillion plan to enhance the nation’s infrastructure, Deere & Co. announced on June 1 its proposed $5.2 billion all-cash buy of German road construction equipment leader the Wirtgen Group.
Kirkland corporate partners Robert Hawyard and Scott Falk are serving as securities counsel to Deere, which has turned to a team of Linklaters lawyers led by corporate partners Wolfgang Sturm and Tim Johannsen-Roth in Düsseldorf to serve as lead counsel on its bid for Wirtgen. Bonn, Germany-based Flick Gocke Schaumburg is advising Wirtgen on the transaction, according to German legal publication Juve.
The deal, expected to close in the first quarter of 2018, will allow Moline, Illinois-based Deere to pair the privately held Wirtgen’s road-laying construction machines with its own expertise in building the loaders and heavy trucks used to haul road-building materials. Deere, whose general counsel is Mary Jones, has previously been adverse to Kirkland on some intellectual property matters.
HGGC LLC, a middle-market private equity firm based in East Palo Alto, California, has also turned to Kirkland to handle a reported $1.125 billion recapitalization, including debt, of Houston-based performance monitoring software company Idera Inc., which has been owned since 2014 by Boston-based buyout firm T.A. Associates. The deal will see HGGC take a majority stake in Idera, although T.A. Associates and Idera management will continue to retain a significant ownership stake in the business.
Kirkland corporate partners Travis Nelson and Nadia Karkar are advising HGGC along with tax partner Kevin Coenen. Kirkland is also counseling Idera management and T.A. Associates through corporate partners Adam Phillips and Lilit Voskanyan, debt finance partners Christopher Kirkham and Brian Ford and tax partner Keith Villmow.
In late May, HGGC tapped Kirkland’s Nelson and fellow corporate partners Joshua Zachariah and Joseph Halloum to handle its $446 million buy of Nutraceutical International Corp., a Park City, Utah-based supplement maker advised by Paul, Weiss, Rifkind, Wharton & Garrison. Kirkland also recently picked up mid-sized M&A roles for two other private equity clients.
The firm is advising Vista Equity Partners LLC and Apax Partners LP on their $564 million acquisition of enterprise software provider Xactly Corp. and $200 million purchase of an electronic prison-monitoring subsidiary from 3M Co., respectively. Cleary Gottlieb Steen & Hamilton is counseling 3M’s transportation unit on the sale of its electronic technologies business to Apax, which in addition to Kirkland is being advised by Israel’s Gornitzky & Co. Wilson Sonsini Goodrich & Rosati has taken the lead for Xactly on its sale to Vista Equity. Latham & Watkins is advising JPMorgan Securities LLC as financial adviser to San Jose, California-based Xactly.
Kirkland corporate partner Sarkis Jebejian, who joined the firm in late 2012 in a high-profile lateral move from Cravath, Swaine & Moore, recently spoke with Bloomberg TV about the optimism he sees for the M&A market in 2017.
In other M&A news …
Praxair Inc. / Linde AG
The American Lawyer reported in January on the four large firms seeking to broker a $35 billion combination between Danbury, Connecticut-based Praxair and Germany’s Linde, a union that would create the world’s largest supplier of industrial gases. On June 1, the boards at Linde and Praxair voted to approve a merger forging a gas giant worth some $73 billion. One key factor in approving the deal, which won’t officially close until late 2018, were guarantees by management to avoid any forced layoffs of German workers until 2022.
Legal Advisers: Sullivan & Cromwell for Praxair; Cravath, Hengeler Mueller, Linklaters and Slaughter and May for Linde; Davis Polk & Wardwell for Perella Weinberg Partners LP as financial adviser to Linde
Atlantia SpA / Abertis Infraestructuras SA
Atlantia, a toll road operator controlled by Italy’s wealthy Benetton family, made a $17.8 billion cash-and-share takeover bid on May 15 for Spanish rival Abertis. The deal, as noted by sibling publication Legal Week, would create the world’s largest toll road operator. While the potential transaction still needs the backing of Abertis’ top investor, Criteria Caixa SA, the combination would consolidate the management of more than 8,700 miles of toll roads and highways from Rome to Santiago de Chile. It would also be the largest foreign acquisition by an Italian company since 2007, when Italian utility provider Enel SpA bought the Spanish electric company Endesa SA.
Legal Advisers: DLA Piper and Gianni, Origoni, Grippo, Cappelli & Partners for Atlantia; Legance and Uría Menéndez for Abertis
China Investment Corp. / Logicor
CIC, China’s sovereign wealth fund, announced Friday its $14 billion buy of pan-European logistics company Logicor from New York-based private equity giant The Blackstone Group LP. The deal, expected to close later this year, represents the second-largest European real estate transaction on record and the fourth-largest international takeover by a Chinese company to date, according to Dealogic data obtained by the Financial Times. Legal Week notes that Logicor, started by Blackstone’s real estate division in 2012, owns and operates a portfolio of warehouses and logistics assets in 17 European countries.
Legal Advisers: Clifford Chance for CIC; Simpson Thacher & Bartlett for Blackstone
Saudi Arabian Oil Co. / Bahri / Hyundai Heavy Industries Co. Ltd. / Lamprell plc
Aramco, the Saudi Arabian state-owned oil giant, has inked a $5.2 billion joint venture deal with British oil and gas contractor Lamprell, Hyundai Heavy Industries and The National Shipping co. of Saudi Arabia (also known as Bahri) to develop a massive maritime project at Ras Al-Khair on the country’s eastern coast. The new Saudi shipyard will be used to build vessels designed to service the kingdom’s oil industry.
Legal Advisers: Allen & Overy and Khoshaim & Associates for Aramco; Ashurst for Lamprell
Lloyds Banking Group plc / Bank of America Corp.
Edinburgh-based Lloyds, a British banking group not to be confused with insurance giant Lloyd’s of London Ltd., has completed its $2.34 billion buy of U.K. credit card provider MBNA Ltd. from U.S. financial services giant Bank of America. The transaction, announced shortly before Christmas, will bolster Lloyds’ position in the U.K. credit card market. It also marks the largest acquisition by Lloyds since the 2008 economic crisis.
Legal Advisers: Addleshaw Goddard for Lloyds; Freshfields Bruckhaus Deringer for Bank of America
Eversource Energy / Aquarion Water Co.
Springfield, Massachusetts-based Eversource, formerly known as Northeast Utilities, announced on June 2 its $1.675 billion acquisition of Bridgeport, Connecticut-based Aquarion Water from a partnership led by Macquarie Infrastructure Partners. The deal, comprised of $880 million in cash and $795 million in debt, combines New England’s largest electric and gas utility with the top water company in Connecticut. The purchase is expected to close by Dec. 31 of this year.
Legal Advisers: Ropes & Gray for Eversource