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Private Equity
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 (Thomson) 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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May 05, 2010
Cleary Gottlieb is representing the Special Committee of the Board of Directors of Interactive Data Corporation in the leveraged buyout of the company by a private equity consortium of Silver Lake and Warburg Pincus. The all-cash merger, which is expected to close by the end of the third quarter, is valued at $3.4 billion and marks the largest financial sponsor LBO of 2010. Each share of Interactive Data will convert into $33.86 at the closing. Pearson plc, the majority stockholder of Interactive Data, approved the transaction by written consent in lieu of a meeting. Four banks have committed to provide debt financing to the consortium of Silver Lake and Warburg.
Interactive Data Corporation provides financial information to subscribers that include thousands of financial institutions and active traders, as well as hundreds of software and service providers.
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.
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.
Oct 02, 2008
Cleary Gottlieb is representing Highstar Capital in its acquisition of a 25% interest in London City Airport from Global Infrastructure Partners for an undisclosed price.
The deal will make Highstar Capital a minority owner in London City Airport while Global Infrastructure Partners, an independent fund that invests in infrastructure assets worldwide, will hold the majority. Following the transaction, Global Infrastructure Partners will hold 75% and Highstar will hold 25% of the business.
The London City Airport is the UK's leading business airport, with ten airlines serving 33 destinations across the UK and Europe and connections to the rest of the world through major European hubs. The airport experienced record growth in 2007 with over 2.9 million passengers traveling through the terminal, a 23% increase from 2006. The airport’s location on the doorstep of London’s financial district is considered vital to business and plays an integral part in keeping up with the growth of the UK’s capital city.
Oct 10, 2007
Cleary Gottlieb represented TPG and KKR in their nearly $50 billion acquisition of TXU Corp., which closed on October 10. The deal is the largest leveraged buyout completed to date. Cleary Gottlieb advised TPG and KKR on the equity co-investment portion of the transaction.
TXU, headquartered in Dallas, operates electricity retailing, power generation and electricity distribution and transmission businesses.
Sep 26, 2008
Cleary Gottlieb represented Temasek in its multi-billion dollar investment in Merrill Lynch.
Temasek is an investment holding company owned by the Singapore government with staff of over 300 people and a portfolio of over $100 billion focused primarily in Asia.
Dec 28, 2008
Cleary Gottlieb represented Emerging Capital Partners in its investment in Thunnus Overseas Group, a group active in the conditioning of canned tuna in Madagascar and Ivory Coast and in its commercialization in France, where it is the market leader.
The deal involved the reorganization of the various companies owned by the founder of the group under a common holding company, the structuring of ECP’s investment in equity, convertible and senior debt and the negotiation of ECP’s rights as a minority shareholder.
The main agreements were signed on October 28, 2008, and the closing took place in Paris on December 24.
ECP is a private equity group focused on Africa. It manages six private equity funds, totaling more than $1.2 billion under management, with investments in more than 35 countries, across the African continent.
Jan 28, 2008
Cleary Gottlieb represented an investment consortium consisting of Apollo Management and Texas Pacific Group (TPG) in its approximately $27.8 billion leveraged buyout of Harrah’s Entertainment, the world's largest gambling operator by revenue. Harrah's agreed to be acquired by Apollo and TPG for $90 per share in an all-cash deal, which included the assumption of $10.7 billion in debt. The acquisition was announced on December 19 and closed on January 28, 2008.
Apollo is a recognized leader in private equity, debt and capital markets investing. Long-time Cleary Gottlieb client TPG is a private investment partnership that currently has more than $30 billion of assets under management.
Sep 25, 2007
Cleary Gottlieb represented 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 18, 2006.
Biomet is an Indiana-based company that designs, manufactures and markets orthopedic devices such as artificial knees and hips.
Jun 16, 2008
Cleary Gottlieb represented Meraas Capital LLC in its acquisition of a 20% interest in the GM Building through a joint venture with Boston Properties Limited Partnership and US Real Estate Opportunities I, L.P., a Goldman Sachs managed investment fund. The governments of Kuwait and Qatar are the principal investors in US Real Estate Opportunities. The joint venture acquired the GM Building from Harry Macklowe for $2.8 billion, and three other New York office buildings for an additional $1.1 billion.
General Motors developed the GM Building in 1968. It is a landmark 50-story office tower located in the heart of New York’s Plaza District, and it is home to tenants including Weil Gotshal, Estee Lauder and FAO Schwartz. It is also the site of the cutting edge Bohlin Cywinski Jackson designed glass cube that serves as the entrance to the underground Apple Store.
As part of the deal, the joint venture also agreed to purchase three other New York office buildings, 2 Grand Central Tower, 125 West 55th Street and 540 Madison Avenue, for an additional $1.1 billion. The aggregate purchase price for all four assets was $4 billion.
Meraas Capital LLC is an investment company based in Dubai, United Arab Emirates. Meraas is envisaged to become a leading real estate and private equity investment holding company with a multibillion dollar diversified portfolio of investments that include income-producing and long-term strategic assets globally.
Boston Properties is a Public REIT that owns, operates and develops Class A office buildings 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
#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)
“Cleary Gottlieb’s private equity practice has a good international footprint, with strength in Asia and Europe in addition to its US base. … ‘The firm is very integrated and puts good teams in place.’ … ‘More than any other firm I know, Cleary is great at passing on clients to the person who can advise best – the team is extremely helpful.’”
“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)
“This group has a particular forte in financial services acquisitions and is familiar with handling large consortiums of private equity sponsors. It offers a comprehensive service, advising on M&A, financings, securities and SEC compliance and filing issues. The team also has a good fund formation profile. … ‘This group excels at making sure you are represented by the attorney who can help the most.’”
Chambers USA (2010)
“The broad corporate practice at this firm has considerable expertise in high-end private equity transactions. Much of the group's recent work has involved debt restructuring for existing clients. It has also advised funds in areas such as infrastructure, a sector to which investment has been returning more quickly than to other parts of the market. Clients have enthusiastic praise for the department, which is ‘outstanding technically’ and puts ‘strong, integrated teams in place for each deal.’”
Chambers Europe (2010)
“Cleary is widely renowned for its first-rate global network and broad experience in international buyouts. This reputation extends to its Asia private equity practice, which is gaining momentum.”
Chambers Asia (2010)
“Clients comment: ‘The quality of the lawyers is great — they know exactly what they’re doing and can run a deal blindfolded.’ The team’s knowledge of both the private equity sector in general and the specific needs of individual clients is coupled with ‘an amazing global network.’”
Chambers Global (2009)
“As activity in the deal market slows, the Cleary team has witnessed increased work in rescue financings, a number of which have private equity elements. ‘Finding creative solutions to complex problems’ and ‘always bringing in the right specialists,’ the practice has recently handled first and second private equity fund formation focused on investments in Asia.”
Chambers USA (2009)
“This firm’s private equity practice is particularly recommended for large and complex deals with an international dimension. … The lawyers win praise for their commercial approach: ‘They are great at focusing on the business needs without getting overly tied up in the legal details.’”
Chambers Europe (2009)
“Clients ‘think highly of [Cleary Gottlieb’s private equity] team’ and describe it as exhibiting ‘quality at senior level, but also further down the ranks.’”
The Legal 500 - US (2009)
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