Cleary Gottlieb’s private equity practice has been a leader for decades and is expert in every aspect of private equity, across a broad range of industries and in every region of the world. Despite recent market developments, we continue to advise on some of the highest-profile matters and our clients appreciate the rigor of our comprehensive approach in protecting and advancing their business interests. With lawyers based in the United States, Europe and Asia, the firm is widely respected for its international cohesion. We have been counsel in three of the four largest-ever completed leveraged buyouts worldwide and regularly advise on first-of-a-kind transactions. We have been recognized as a leading firm in private equity fund formation by both Chambers USA and Chambers Global every year since those publications began.
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Jun 08, 2011
Cleary Gottlieb represented Helios Investment Partners in connection with the formation of its second private equity fund, Helios Investors II, L.P. Helios II held its final close on June 8 with aggregate commitments from investors of over $900 million, making it the largest pan-Africa investment fund raised to date. The fund has a mandate to pursue investments throughout Africa, and has already closed a number of landmark transactions.
Dec 28, 2010
Cleary Gottlieb represented TPG in its equity investment in China International Capital Corporation, a leading domestic investment banking and securities firm in China. The transaction, which closed December 23, represents the first foreign private equity investment in a Chinese securities firm. CICC was founded in 1995 as China's first joint venture investment bank. TPG purchased its equity stake from Morgan Stanley, one of the founding CICC shareholders, in connection with the sale by Morgan Stanley of its entire 34.3% equity stake in CICC to TPG, KKR, Government of Singapore Investment Corporation Pte Ltd and The Great Eastern Life Assurance Company Limited.
Oct 17, 2011
Cleary Gottlieb is representing J.C. Flowers & Co. in its €243.6 million acquisition of Fidea (Belgium) from the KBC group. The transaction was signed on October 17, 2011 and is expected to be completed in the first quarter of 2012, subject to customary regulatory approvals. The divestment of Fidea is part of KBC’s wider restructuring plan, approved by the European Commission, following government support received by KBC in 2008.
Fidea is a complementary insurance distribution channel (under a separate brand name) that KBC used in addition to its core bancassurance platform built around tied insurance agents and bank branches. It employs 316 people and has a market share of about 1.5%. It offers a complete range of non-life, life and investment-type insurance products to private customers, SMEs and corporate clients.
J.C. Flowers & Co. is a global investment adviser and private fund manager focused solely on the financial services industry.
KBC is a bank and insurance group with home markets in Belgium and Central and Eastern Europe. In Belgium, it provides banking and insurance services under the KBC and CBC brand names.
Feb 26, 2010
Cleary Gottlieb represented TPG in connection with its $5.9 billion leveraged acquisition, together with CPP Investment Board Private Holdings and Leonard Green & Partners, of IMS Health Incorporated, which closed on February 26. The deal is one of the largest leveraged buyouts completed since the onset of the financial crisis. Cleary Gottlieb advised TPG on intra-consortium matters and advised the consortium on European competition law matters.
IMS Health Incorporated, headquartered in Norwalk, Connecticut, is the leading global provider of market intelligence to the pharmaceutical and healthcare industries.
Oct 06, 2010
Cleary Gottlieb represented TPG in its acquisition of a 35% non-controlling interest in Creative Artists Agency (CAA), the world’s leading entertainment and sports agency. CAA represents many of the most successful professionals working in film, television, music, sports, video games, theatre, and the Internet, and provides a range of strategic marketing and consulting services to corporate clients. As part of the transaction, the managing partners of CAA entered into new, long-term employment agreements, and three TPG professionals, including co-founder Jim Coulter, joined a restructured CAA board. CAA and TPG also announced a commitment to create a $500 million pledge fund, providing access to significant capital for future investments.
Mar 01, 2011
Cleary Gottlieb represented Istithmar Retail in connection with the Chapter 11 proceedings of its portfolio company, Loehmann's Holdings. On March 1, 2011 Loehmann's emerged from bankruptcy protection, just 3 1/2 months after commencing a pre-negotiated Chapter 11 case that was overwhelming supported by creditors in all creditor classes. Under the restructuring plan approved by the court, Istithmar and senior secured noteholder Whippoorwill Associates, a White Plains, New York-based investment manager, backstopped a $25 million rights offering to senior bondholders, providing the funds necessary for the restructuring. As a result of the backstop arrangement, as well as their existing bond positions, Istithmar and Whippoorwill received board selection rights and a substantial ownership stake in reorganized Loehmann's. Through an expedited and consensual process, Loehmann's emerged with a stronger balance sheet, including the elimination of $110 million in long-term debt, and avoided liquidation unlike many recent retailers in bankruptcy.
Loehmann's is a 90-year-old retailer best known for its discounted prices for designer apparel.
Mar 09, 2011
Cleary Gottlieb is representing First Reserve Corporation, one of the leading private equity firms specializing in the energy sector, in its acquisition of 45% of Ansaldo Energia, Italy’s leader in the production and servicing of thermoelectric power plants and related components, from Finmeccanica, a state-controlled company operating in the aerospace, defense, transport and energy industries. The transaction values Ansaldo Energia at more than €1.2 billion. The agreement was signed on March 9, and the transaction is expected to close in the second quarter of 2011 pending regulatory approvals.
The parties will complete the transaction through the purchase by a joint venture entity 55% owned by Finmeccanica and 45% owned by First Reserve, of the entire share capital of Ansaldo Energia for a consideration of €1.073 billion. In addition, Finmeccanica will receive €95 million as consideration for the licensing of the “Ansaldo” trademark and €65 million as a dividend distribution. The acquisition will be financed by equity contributions from the parties, in an overall amount of €500 million, as well as acquisition financing comprising a vendor loan and a debt facility arranged by three leading European banks.
Nov 19, 2009
Cleary Gottlieb is representing Highstar Capital, a private equity fund focusing on infrastructure investments, and its portfolio company Ports America Chesapeake ("PAC") in its more than $1 billion investment in the Seagirt Marine Terminal in the Port of Baltimore. In a public private partnership with the Maryland Port Administration, PAC will obtain a 50-year exclusive right to lease and operate the Seagirt Terminal in exchange for, among other things, undertaking significant infrastructure improvements including the construction of a new berth with a 50-foot depth to service super-Panamax vessels (with completion of the berth scheduled to coincide with the 2014 completion of the expansion of the Panama Canal). The deal was announced on Friday, November 19 at a press conference in Baltimore at which Governor of Maryland Martin O'Malley and Christopher Lee, Highstar founder and managing partner, delivered remarks. The deal is targeted to close in January 2010.
Jan 09, 2009
Cleary Gottlieb represented TPG Capital and GS Capital Partners in connection with the sale of Alltel Corporation to Verizon Wireless. Verizon Wireless paid approximately $5.9 billion for the equity of Alltel and assumed approximately $22.2 billion of Alltel’s debt, net of cash. The transaction was announced on June 5, 2008, and closed on January 9. The U.S. Department of Justice approved the transaction in October 2008, the Federal Trade Commission approved it in early November 2008 and the Federal Communications Commission in early December 2008.
Verizon Wireless is the joint venture of Verizon Communications and Vodafone. The sale of Alltel increased the number of Verizon Wireless customers to more than 83.7 million, making it the largest wireless carrier in the country. Approximately 2.1 million of those customers are in markets that will be divested by Verizon Wireless in the coming months, as required by the DOJ and the FCC as a condition of the merger approval. The sale took place just over a year after TPG Capital and GS Capital Partners acquired Alltel.
TPG Capital is a leading private investment firm with more than $50 billion of capital under management. GS Capital Partners is The Goldman Sachs Group, Inc.’s private equity vehicle and a global leader in corporate equity investing.
Jun 30, 2011
Cleary Gottlieb represented Warburg Pincus in its acquisition of Rural/Metro Corporation for approximately $438 million (excluding debt). The transaction was announced on March 28, 2011, approved by a vote of the Rural/Metro shareholders on June 27, 2011 and closed on June 30, 2011. At the time of closing, Warburg Pincus and Rural/Metro refinanced Rural/Metro’s outstanding debt of approximately $270 million and issued senior notes in an aggregate principal amount of $200 million.
Rural/Metro is a leading national provider of emergency and non-emergency ambulance transport services and private fire protection services in 20 states and approximately 440 communities throughout the United States.
Leading firm in private equity buyouts
Chambers Global and Chambers USA
Leading firm in private equity fund formation
Chambers Global and Chambers USA
“Recommended” firm for fund formation
Global Counsel Handbook for Private Equity
North American Logistics Deal of the Year
(Development of Seagirt Marine Terminal)
ProjectFinance (2011)
Best Private Equity Deal
(TPG/Northstar’s acquisition of BFI Finance Indonesia)
FinanceAsia (2011)
#1 in Private Equity (Involving North American Target)
The American Lawyer’s 2010 “Corporate Scorecard” (Announced, value, based on mergermarket data)
Americas Private Equity Deal of the Year
(OneWest Bank’s acquisition of IndyMac Federal Bank)
Financial Times and mergermarket Americas M&A Awards (2009)
#4 in Global Private Equity M&A
Bloomberg, 2009 Rankings (Announced, volume)
Telecom Deal of the Year
(TPG & GS Capital Partners’ acquisition of Alltel)
Investment Dealers Digest (2008)
Retail Deal of the Year
(Istithmar’s acquisition of Barneys New York)
Investment Dealers Digest (2008)
“The group benefits from the support of a premier capital markets team. ‘The team is technically very strong and it has proven this over and over again – the talent they bring is of high quality and we always go back to them.’”
“Private equity is a core practice area for this stalwart US firm, which has been active in Asia for more than 30 years. It has two offices in Greater China, from which it runs its Asian operations, including handling significant work in South Korea and India.”
Chambers Global (2012)
“Sources say: ‘The talent they bring is of the highest quality. We have a close relationship with them on a global basis and they understand how we like to do transactions in this part of the world.’”
Chambers Asia (2012)
“This firm maintains its prominent reputation in the USA and, with offices in 12 major international financial centers, it is well placed to handle work in many jurisdictions and continues to be present on EU transactions. … ‘Cleary has a fabulous international network. … It’s really first-rate.’”
Chambers Global (2011)
“Cleary continues to build upon the breadth and depth of its private equity practice. The team is also expanding its international presence, to provide a comprehensive service for clients who are increasingly active around the globe. … ‘The lawyers are incredibly responsive, particularly given the firm's growing number of deals and client relationships. We always come first with them.’”
Chambers USA (2011)
“This firm's key asset is its commerciality and ability to deliver innovative solutions. With lawyers based in the UK, USA, Europe and Asia, it is also able to provide an integrated international service. Sources say: ‘They are good at dealing with things that are a little out of the ordinary and require people to think outside the box.’”
Chambers UK (2011)
“There are few firms with an equally distinctive mega-deal record as Cleary Gottlieb.”
The Legal 500 - US (2011)
“Distinguished by its expertise in sovereign wealth funds and its experience in Asia and the Middle East, this practice is also noted for its advice on setting up partnership agreements, document formation and its capabilities in all aspects of M&A transactions. Sources say: ‘The lawyers appreciate, tactically, how to make an important point without disrupting the process.’”
Chambers Global (2010)
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