Simpson, Latham Lead $5.4 Billion Sale of Denver Industrial Manufacturer

By Tom Huddleston Jr.

Buyout firm The Blackstone Group has agreed to buy Denver-based industrial manufacturer Gates Global from its current owners, 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. 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. M&A partners Wilson Neely and Anthony Vernace are leading an all-New York team that includes credit partner J. 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. Associates 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.

Blackstone’s chief legal officer is John Finley.

Latham & Watkins, meanwhile, is representing Gates as well as Onex and CPPIB. Corporate partners Paul Sheridan and Shaun Hartley, who are based in Washington and Chicago, respectively, are leading the firm’s team. New York lawyers are tax partner David Raab and real estate counsel Betsy Mukamal. Additional Washington lawyers are employee benefits partner David Della Rocca, environmental law partner James Barrett, antitrust partner Michael Egge, corporate counsel Aaron Hullman, IP counsel Kieran Dickinson, and finance partners Jennifer Van Driesen, Rachel Sheridan and Scott Forchheimer. Washington-based associates are Shagufa Hossain, Adam Kestenbaum, Rohith Parasuraman, Abigail Raish and Andrea Ramezan-Jackson. Antitrust counsel Hector Armengod assisted from Brussels, while associate Daniel Mathias assisted from London.

Shearman, Davis Polk and Weil Advise $3.2 Billion Pharmaceutical Deal

By Brian Baxter

In a major pharmaceutical industry deal announced Sunday, Shearman & Sterling is advising India’s Sun Pharmaceutical Industries on its $3.2 billion buy of struggling rival Ranbaxy Laboratories. Including assumed debt, the deal, which would create India’s largest pharmaceutical company and the world’s fifth-largest generic drug maker, is worth roughly $4 billion.

Shearman M&A partners Peter Lyons and Eliza Swann, criminal and enforcement practice cochair Patrick Robbins, litigation deputy practice group leader Richard Schwed, antitrust partner Jessica Delbaum and associates Benjamin Brod, Timothy Haney, Edward Mullen Jr. and Cody Wright are advising Mumbai-based Sun Pharma. All are in New York but Robbins, who is in San Francisco.

Also representing Sun Pharma is Sanjay Asher, a senior partner with Indian firm Crawford Bayley & Co. in Mumbai.

Daiichi Sankyo, which owns a controlling stake in Gurgaon-based Ranbaxy, has turned to Davis Polk & Wardwell global M&A cohead David Caplan, who is in New York, and Indian firm Amarchand & Mangaldas & Suresh A Shroff & Co. The Tokyo-based drug giant will now own a 9 percent stake in the acquirer, well off the value of its initial Ranbaxy investment.

Weil, Gotshal & Manges corporate chair Michael Aiello and associates Frank Martire and Michael Ray, all in New York are representing Evercore in its capacity as Sun Pharma’s financial adviser on the acquisition, which is expected to close by year’s end.

Arshad Jamil is Sun Pharma’s general counsel, and John Dauer Jr. is the company’s chief patent counsel.

Amarchand & Mangaldas and fellow Indian firm Luthra & Luthra are advising Ranbaxy, according to local legal publication Bar & Bench. Ranbaxy’s in-house legal chief is Amit Rai.