Cleary Gottlieb represents a diverse range of international and domestic companies and financial institutions in large-scale mergers, acquisitions and standard-setting transactions in the United States, Europe, Latin America and Asia.
Since 2009, Cleary has been counsel in over 1,500 completed M&A transactions worldwide valued at over $3.1 trillion, including more than 700 cross-border transactions valued at over $1.2 trillion (Thomson Reuters). Our lawyers advise on all aspects of the sale process, including working with the company’s financial advisors and board to ensure that the process is managed effectively. The firm’s M&A teams have experience in all aspects of corporate governance, helping clients prepare for and respond to activism and proxy contests and any related litigation.
Our unified global practice has over 300 lawyers focusing on aspects of M&A, and most of our M&A partners globally are rated as leaders in their field by authoritative publications such as Chambers and The American Lawyer.
The M&A teams in the U.S., Europe, Latin America and 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. Cleary coordinates the firm-wide efforts of corporate, securities, finance, antitrust, tax, and executive compensation and benefits lawyers to advise companies and their boards on:
- Making acquisitions, merging or being acquired
- Fending off hostile takeovers
- Minimizing risk
- M&A financial strategy
- Joint ventures
- Private equity-based transactions
- Spin-offs, split-offs, divestitures, joint ventures and carve-outs
- Minority investments in public and private companies
- Related party and other “conflict” M&A scenarios
- Dual-track processes
Notable Experiences
Tech Data Corporation in its acquisition of the technology solutions business of Avnet, Inc., which was announced in September 2016, for approximately $2.6 billion.
International Flavors & Fragrances Inc. in its acquisition of David Michael & Company, a U.S.-based flavors company.
Open Text Corporation, a Canadian corporation and global leader in enterprise information management, in its acquisition of Dell EMC’s Enterprise Content Division for $1.62 billion.
National Amusements, Inc., the owner of approximately 80 percent of the voting stock of Viacom Inc. (and the owner of about 10 percent of the total common equity), in connection with steps taken by National Amusements, together with Sumner Redstone, founder and chairman of National Amusements, and Shari Redstone, his daughter and President and CEO of National Amusements, in a high-profile matter involving the corporate control of one of the largest media companies in the country.
Henkel in connection with its acquisition of The Sun Products Corporation from Vestar Capital Partners for approximately $3.6 billion in cash. The Sun Products business includes the All and Wisk brands of detergents, Snuggle fabric softener, and other household brands.
TPG in connection with its acquisition of RCN and Grande Communications, both providers of cable television, internet and telephone services, for an aggregate enterprise value of $2.25 billion. The transaction was announced in August 2016.
Verizon Communications Inc. in its acquisition of Fleetmatics Group PLC, a leading provider of mobile workforce solutions for service-based businesses, for approximately $2.4 billion.
Higher One, a leading FinTech company in the field of payments relating to higher education, in its acquisition by an affiliate of Blackboard Inc.
Westlake Chemical Corporation in connection with its successful hostile takeover of Axiall Corporation in a transaction with an enterprise value of approximately $3.8 billion.
The Coca-Cola Company in a transaction that combines the bottling operations of three entities into a new Western European bottler now called Coca-Cola European Partners Plc, creating the world’s largest independent Coca-Cola bottler by net revenue.
Temasek Holdings in connection with the definitive agreement under which Dell, together with its owners, Michael S. Dell, founder, chairman and Chief Executive Officer of Dell, MSD Partners and Silver Lake, will acquire EMC Corporation; its participation as a principal member of the buyer group in the going-private transaction of WuXi PharmaTech, valued at approximately $3.5 billion; and its $360 million equity co-investment alongside affiliates of Apollo Global Management and other co-investors in the acquisition of ADT and its merger with Protection 1, an entity previously acquired by the Apollo Funds.
China Life Insurance Company Limited in connection with its purchase of all the shares of China Guangfa Bank Co. currently held by Citigroup and IBM Credit, for a total consideration of RMB 23.31 billion (approximately $3.58 billion).
Samsonite International S.A., the world’s best-known and largest lifestyle bag and travel luggage company, in its acquisition of Tumi Holdings, Inc. in an all-cash transaction valuing Tumi at an equity value of $1.8 billion.
Allergan in its announced $160 billion merger with Pfizer, announced in November 2015 and abandoned in April 2016 after a change in tax laws.
Air Liquide, a leading producer and supplier of industrial gases and related products, in connection with its acquisition of Airgas for a combined enterprise value of $13.4 billion; and in its pending sale of air separation units to Matheson Tri-Gas, required by the Federal Trade Commission to be divested as a condition of the Airgas acquisition.
Triton Container International in its merger with TAL International Group, creating the world’s largest lessor of intermodal freight containers, with a combined container fleet of nearly five million 20-foot equivalent units and revenue earning assets of $8.7 billion.
Western Digital, a global provider of solutions for the collection, storage, management, protection and use of digital content, in the acquisition of SanDisk for a total equity value of approximately $19 billion; and in its $3.775 billion equity investment by Unis Union Information System, a subsidiary of Chinese information technology company Unisplendour.
Groupe Acticall in connection with its acquisition of SITEL Worldwide from Onex Corporation and other shareholders for approximately $830 million.
A consortium comprised of TPG, PAG Asia Capital and the Ontario Teachers’ Pension Plan in a series of three acquisitions over the past year that will create a combined real estate services company with more than 43,000 employees and annual revenue of more than $5 billion.
OCI N.V. in the sale of its North American, European and Global Distribution businesses to CF Industries Holdings for a combination of cash and stock, valued at $8 billion. The deal was announced in August 2015 and abandoned in May 2016 due to a change in tax laws.
The Home Depot, Inc. in its acquisition of Interline Brands, Inc., from a private equity consortium led by Goldman Sachs Capital Partners, for $1.625 billion.
Family Dollar Stores, Inc. in the $9.3 billion cash and stock sale of Family Dollar to Dollar Tree, Inc.; the successful rejection by Family Dollar of a hostile tender offer by Dollar General Corp.; and the divestiture of over 300 Family Dollar stores to a portfolio company of Sycamore Partners to satisfy antitrust regulatory requirements.
3M Company in its acquisition of Capital Safety Group S.à.r.l and its subsidiaries for $2.5 billion.
Vitro in the $2.15 billion sale of its food and beverage glass containers business to Owens-Illinois, Inc.
Lafarge S.A. in its €40 billion combination with Holcim Ltd. to create the world’s largest construction materials company; and in related divestitures across 15 countries, totaling over €7 billion.
Asahi Kasei Corp. in its $2.2 billion merger agreement to acquire the Energy Storage business of Polypore International, Inc., a manufacturer of microporous membranes that operates under two business segments: Energy Storage and Separations Media. In conjunction with this transaction, Polypore has entered into a definitive asset purchase agreement to sell the assets and liabilities related to the Separations Media business to 3M Company for $1 billion.
Envision Pharmaceutical Services, a former portfolio company of TPG, in its sale to Rite Aid Corporation for approximately $2 billion.
Actavis plc in its $70.5 billion cash-and-stock acquisition of Allergan, Inc., creating one of the 10 largest global drug makers.
Banner Corporation in connection with its acquisition of Starbuck Bancshares for a combination of cash and stock. Starbuck Bancshares is the bank holding company for AmericanWest Bank, which operates branches in California, Washington, Idaho, Oregon and Utah.
Whirlpool Corporation in the €1.135 billion acquisition of a controlling stake in Indesit Company, one of Europe’s leading manufacturers and distributors of major domestic appliances, from the Merloni family.
IMB HoldCo, the parent of OneWest Bank, in connection with the sale of OneWest to CIT Group Inc., a leading provider of commercial lending and leasing services. OneWest Bank is a privately owned regional bank formed in 2009 that operates 73 retail branches in Southern California, with approximately $23 billion in assets.
Medtronic, Inc., a global leader in medical technology, services, and solutions, in its $42.9 billion acquisition of Covidien, a global healthcare products company.
American Express in the formation of a 50/50 joint venture of its Global Business Travel division (GBT) with an investor group comprised of BlackRock Inc., Certares LP, Macquarie Capital Group Limited and Qatar Holding LLC.
Lenovo Group Limited, the largest PC manufacturer worldwide, in its $2.1 billion acquisition of International Business Machines Corporation’s x86 server business.