Around the world, Cleary Gottlieb represents major automotive manufacturers, suppliers and distributors, as well as the financial institutions that work in the industry. We assist these companies in a full array of corporate matters, including global offerings of equity, debt and hybrid securities, as well as mergers, acquisitions, joint ventures, divestitures, restructurings and outsourcing operations. Our internationally renowned antitrust and litigation lawyers advise automotive clients on applicable antitrust and trade laws in the United States, European Union and each of the other jurisdictions in which we practice. With an appreciation for the full scope of our clients’ needs, we also provide comprehensive expertise in environmental, labor and intellectual property law in key jurisdictions.
Practice highlights include:
- Counsel to Dollar Thrifty Automotive Group in connection with its merger with Hertz Global Holdings valued at $2.3 billion. Also counsel to Dollar Thrifty Automotive Group in shareholder litigation in Delaware and state and federal court in Oklahoma challenging its agreement to merge with Hertz Global Holdings.
- Counsel to the International Union, United Automobile, Aerospace and Agricultural Implement Workers of America (UAW) in negotiations relating to the Chapter 11 proceedings of General Motors and Chrysler, including the landmark section 363 sales consummated in these cases and expedited contested hearings relating to the sales. Also counsel to the UAW in the restructuring of the obligations of the Ford Motor Company’s voluntary employee benefits association (VEBA) trust structure in 2009, and the novel agreements entered into in 2005 and 2007 with GM, Ford and Chrysler to establish the VEBA trust to provide medical benefits for hundreds of thousands of retirees from GM, Ford and Chrysler and their dependents.
- Counsel to the Fiat Group in several major joint ventures in the United States and Europe, and in a series of multi-billion dollar securities offerings, including the spin-off IPO of its subsidiary CNH Global N.V., its de-listing from the NYSE and SEC de-registration, and several bond offerings.
- Counsel in Volkswagen’s €4.2 billion capital increase, the largest share issue in Germany outside the financial sector in many years.
- Counsel to UBS Securities as equity investor and plan supporter in the Chapter 11 reorganization of Delphi Automotive.
- Counsel to BNP Paribas as global coordinator and joint underwriter, and Citigroup Global Markets Limited and Crédit Agricole Corporate & Investment Bank as joint underwriters, in a €1.2 billion Reg S/Rule 144A rights offering by Michelin.
- Counsel to Toyota in consumer class actions over Canadian imports.
- Counsel to Faurecia in the $409 million acquisition of EMCON Technologies, a leading supplier of emissions control technology solutions for passenger and commercial vehicles. Also counsel to Faurecia S.A. in its €20 million strategic investment in Amminex A/S, a Danish clean-tech company that has developed emissions control technology for diesel engine passenger and commercial vehicles, and in a technological cooperation agreement with Amminex to develop and industrialize the technology.
- Counsel to Valeo in numerous M&A transactions, including its sale of the wiring harness business, Valeo Connective Systems, to Leoni, a German industrial group, for an enterprise value of €255 million, and the sale of its Electric Motors & Actuators activity to Nidec Corporation.
- Counsel to TPG in its investment in China Grand Automotive’s automobile distribution and service network.
- Counsel to Citigroup and Aozora Bank, as part of a consortium of investors led by Cerberus Capital Management, in their $14 billion acquisition of a 51 percent controlling interest in General Motors Acceptance Corporation (GMAC) from General Motors.