Cleary Gottlieb represents a diverse range of international and domestic companies and financial institutions in not only the largest mergers and acquisitions, but also many first-of-their-kind transactions that raise standards and set precedents in industries globally. We excel in domestic M&A transactions in the United States, Europe, Latin America and Asia, and our unparalleled experience and unified global practice heighten our ability to seamlessly handle cross-border transactions. Most of our M&A partners globally are rated as leaders in their field by authoritative external commentators and publications such as Chambers and The American Lawyer. Our teams in the United States, Europe and in Asia have deep knowledge of local law and business custom and a peerless global reputation for handling headline transactions across the full array of industries.
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May 13, 2008
Cleary Gottlieb is representing Hewlett-Packard (“HP”), the computer industry giant, in its acquisition of Electronic Data Systems Corporation (“EDS”), a provider of business and technology solutions, including information-technology, applications and business process services, as well as information-technology transformation services. The EDS acquisition has an enterprise value of $13.9 billion. The deal was announced on May 13 and is expected to close later in the year.
HP is a global provider to consumers, businesses and institutions of technology solutions, including IT infrastructure, computing, imaging and printing, with annual revenues totaling approximately $104.3 billion in 2007. Cleary Gottlieb previously represented HP in its 2007 acquisitions of Neoware and Opsware.
Apr 21, 2008
Cleary Gottlieb represented affiliates of TPG Capital in their $2 billion investment in newly-issued common stock, contingently convertible preferred stock and warrants of Washington Mutual, Inc. Existing WaMu institutional investors concurrently invested $5 billion in the bank. The structure of the WaMu capital infusion was widely reported as representing a potential model for future financial institution recapitalizations. The transaction was signed on April 7th and funding was completed on April 21st.
Jul 16, 2008
Cleary Gottlieb is currently representing Alpha Natural Resources in its $10 billion cash and stock merger with Cleveland-Cliffs Inc. The transaction, announced on July 16, 2008, is expected to close by year’s end after the receipt of shareholder approvals at both companies and regulatory clearances.
The combined company, which will be renamed Cliffs Natural Resources, will become one of the largest U.S. mining companies and be positioned as a leading diversified mining and natural resources company. Cliffs Natural Resources' mine portfolio will include nine iron ore facilities and more than 60 coal mines located across North America, South America and Australia. The company's significant position in both iron ore and metallurgical coal will make it a major supplier to the global steel industry, as well as provide a platform for further diversification both geographically and in terms of the mineral and resource products it sells.
Cleary Gottlieb has been advising Alpha on M&A, governance, capital markets, project finance and corporate finance matters since the summer of 2006.
Jan 23, 2008
Cleary Gottlieb was counsel to Citigroup in its $12.5 billion private sale of convertible preferred stock. The offering includes a $6.88 billion investment from the Government of Singapore Investment Corporation, as well as investments from Capital Research Global Investors, Capital World Investors, the Kuwait Investment Authority, the New Jersey Division of Investment, HRH Prince Alwaleed bin Talal bin Abdulaziz Alsaud, and Sanford I Weill and The Weill Family Foundation. The offering was announced on January 15, 2008 and closed on January 23, 2008.
Citi also conducted a $3.17 billion public offering of newly issued convertible preferred stock, and a $3.72 billion offering of straight preferred stock. The firm acted as underwriters' counsel on the public offerings.
Sep 07, 2007
Cleary Gottlieb represented Spain’s BBVA (Banco Bilbao Vizcaya Argentaria SA) in its acquisition of Compass Bancshares for $9.1 billion in stock and cash.
Compass is based in Birmingham, Alabama, and has a major presence in much of the Sunbelt, particularly, Texas, Arizona and Florida.
Jul 19, 2007
Cleary Gottlieb is currently representing a consortium of private equity investors including the Blackstone Group, Goldman Sachs Capital Partners, Kohlberg Kravis Roberts & Co., and Texas Pacific Group in connection with the $11.4 billion leveraged acquisition of Biomet, Inc. The acquisition was announced on December 18th.
Biomet is an Indiana-based company that designs, manufactures and markets orthopedic devices such as artificial knees and hips.
Oct 01, 2007
Cleary Gottlieb is representing Citigroup Global Markets as financial advisor to Nokia in Nokia's acquisition of Navteq Corporation for $78 per share in cash. The deal, announced October 1, is valued at $8.1 billion.
Nokia is the world's largest mobile device manufacturer.
Navteq is a leading provider of digital map information for auto and mobile navigation devices, internet-based mapping applications and government and business solutions.
Jun 01, 2006
Cleary Gottlieb is representing long-time client Euronext NV in its proposed merger-of-equals with NYSE Group Inc. to create the first transatlantic securities exchange company. Shareholders of both companies will receive shares in a new Delaware holding company called NYSE Euronext that will be listed on both the New York Stock Exchange and Euronext Paris with a market capitalization of about €15 billion/ $20 billion. Euronext shareholders will receive about 41% of the shares of NYSE Euronext and will also receive about €2.4 billion in cash.
Management of the combined company would come equally from both parties. John Thain, NYSE CEO would be CEO of the new company, and Jean-Francois Théodore, Euronext CEO, would be Deputy CEO. The chairman of the Euronext Supervisory Board would become Chairman of the new company, with NYSE Group Chairman becoming Deputy Chairman. The Board will include 11 members from the NYSE Board and 9 members form Euronext. The balanced governance structure will be incorporated in the Bylaws, with changes to these provisions requiring a supermajority vote.
Apr 03, 2008
Cleary Gottlieb represented Henkel KGaA in its recent acquisition of the adhesives and electronic materials businesses of the National Starch division of Imperial Chemical Industries Limited, a newly acquired subsidiary of Akzo Nobel N.V.
The ₤2.7 billion back-to-back transaction was agreed to by Henkel and Akzo in August 2007, prior to Akzo’s acquisition of ICI. At the time of the agreement, neither Henkel nor Akzo knew the organization details of National Starch and its adhesives and electronic materials businesses. Nonetheless, the initial agreement between Henkel and Akzo contemplated the closing of the on-sale within three months of the completion of Akzo’s acquisition of ICI. When Akzo completed its acquisition on January 2, 2008, and it became clear that the on-sale would require carving out the adhesives and electronic materials businesses from National Starch in more than 40 countries around the world, a closing within three months seemed impossible. Undaunted by the challenge, the Henkel and Akzo/ICI teams worked feverishly and, through a variety of asset transfers and share transfers around the world, the deal closed on April 3, 2008 – just one day after the three month goal.
The Cleary Gottlieb team working on the transaction included lawyers from 11 of the firm’s offices. In addition to corporate aspects of the deal, the firm handled the global antitrust/competition aspects of the transaction and advised on the €2.6 billion senior debt financing.
Cleary Gottlieb has represented Henkel KGaA for more than 30 years on numerous M&A matters, most notably in connection with Henkel's cash-rich split-off transaction with Clorox and in its $2.9 billion acquisition of The Dial Corporation.
Jul 01, 2008
Cleary Gottlieb represented Rexel S.A. in its sale to Sonepar S.A. of assets, entities and operations of Hagemeyer N.V. The sale followed Rexel's successful €3.1 billion tender offer for Hagemeyer. Cleary Gottlieb also represented Rexel in the concurrent sale of Rexel Germany to Sonepar and (along with local counsel) acquisition of Sonepar Sweden from Sonepar. Rexel received aggregate proceeds (including debt transferred) of approximately €1.7 billion from the deals.
Rexel and Sonepar had agreed in October 2007 to enter into the deals, subject to the launch and successful completion by Rexel of a tender offer for Hagemeyer. The tender offer, in which Cleary Gottlieb represented Rexel, successfully closed on March 14.
The transferred Hagemeyer entities are located in the United States, Australia, Sweden, Mexico, Canada, China, Singapore, Thailand, Malaysia, Austria, Switzerland and Northern Germany (consisting of six branches). The divestitures were preceded by several reorganizations. The final deal closed on June 30.
Rexel is based in France. It is the leading worldwide distributor of low and ultra-low voltage electrical products. Rexel has a presence in 34 countries, over 34,800 employees and 2007 pro forma sales of €14.3 billion. Cleary Gottlieb represented the underwriters in Rexel’s IPO in 2007.
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