Annual Review 2019
Gold bars

M&A and private equity

In 2019, we advised on 310 announced M&A deals worldwide with an aggregate value exceeding US$382 billion

Strategic acquisition creates top gold company 
We represented Colorado-based Newmont Corp., a gold and copper producer with operations worldwide, in its US$10 billion acquisition of Canada-based Goldcorp Inc., to become the world’s largest gold producer by market value, output and reserves. Newmont faced several challenges in its acquisition, most notably a hostile bid for Newmont from another Canadian gold miner, Barrick Gold Corp., which it settled by agreeing to a joint venture in Nevada that also allowed the Goldcorp acquisition to proceed.

The joint venture was an innovative solution allowing the two companies to avoid a lengthy battle—and one that will allow them to generate long-term value from their joint assets in Nevada and expand value creation for their shareholders. The two companies will capture an estimated US$500 million in average annual pre-tax synergies in the first five full years of the combination, which is projected to total US$5 billion in pre-tax net present value over a 20-year period.

Saudi Aramco US$69.1 billion acquisition
We represented Saudi Aramco in its US$69.1 billion acquisition of a 70 percent stake in Saudi Basic Industries Corp., one of the world’s largest chemical companies, from the Public Investment Fund, the Kingdom of Saudi Arabia’s sovereign wealth fund. Our team included Firm lawyers across 28 offices. 

DXC Technology US$2 billion acquisition of Luxoft Holding
We represented Swiss-headquartered Luxoft Holding, Inc. (NYSE: LXFT), a global technology services and consulting company, in its US$2 billion all-cash acquisition by US-based DXC Technology Company (NYSE: DXC), an independent, end-to-end global IT services company.

EchoStar spin-off and merger of its BSS business 
We represented EchoStar Corp. (NASDAQ: SATS) in the tax-free spin-off and subsequent merger with a subsidiary of DISH Network Corp. (NASDAQ: DISH) of EchoStar’s broadcast satellite services (BSS) business, which included, among other assets, nine satellites and/or satellite services and certain real estate. DISH distributed more than US$850 million of DISH common stock to EchoStar shareholders as consideration for such assets.

IFM Investors take-private of Buckeye Partners
We represented IFM Investors, an Australian institutional funds manager, in its take-private of Buckeye Partners, L.P. (NYSE: BPL), a publicly traded master limited partnership that owns and operates a diversified global network of pipeline assets and midstream logistics solutions, in a transaction valued at US$10.3 billion enterprise value and US$6.5 billion equity value. 

Antin Infrastructure Partners acquisition of Veolia Group energy assets 
We represented Antin Infrastructure Partners in the US$1.25 billion acquisition of Veolia Group’s district energy assets in the US, which comprises steam, hot and chilled water and electricity production plants, including cogeneration plants, and 13 networks in ten US cities. 

PPF Group US$2.1 billion agreement to acquire CME 
We represented PPF Group N.V., a privately held international financial and investment group, in the M&A and financing aspects of its acquisition of Central European Media Enterprises Ltd. (CME), which operates television stations in Bulgaria, the Czech Republic, Romania, Slovakia and Slovenia. 

Take-private of LINE Corporation
We represented the special committee of LINE Corporation (LINE) in the sale process of LINE in its pending take-private by Naver Corp. and SoftBank Group Corp., to be followed by a merger between LINE with internet portal Yahoo Japan Corp., in a transaction valuing LINE at approximately US$12 billion.

Pernod Ricard acquisitions 
We represented Pernod Ricard S.A., the world’s second-largest distiller, in its acquisition of a majority interest in Rabbit Hole Spirits, LLC, 
a US premium bourbon brand based in Louisville, Kentucky, and its acquisition of Firestone & Robertson Distilling, owner of the TX brand, a leading whiskey portfolio headquartered in Fort Worth, Texas. 

Avon Rubber acquisition of 3M ballistic-protection business
We represented Avon Rubber p.l.c. (LON: AVON) in its strategically important acquisition of 3M’s (NYSE: MMM) ballistic-protection business in the US and the rights to the Ceradyne brand.

Sempra Energy sale of Chilean and Peruvian equity interests
We represented Sempra Energy in an agreement to sell its equity interests in its Chilean businesses to State Grid International Development Co., Ltd. for US$2.23 billion in cash and its equity interests in its Peruvian businesses to China Yangtze Power International (Hongkong) Co., Ltd. for US$3.59 billion in cash.

Lantheus Holdings acquisition of Progenics 
We represented Lantheus Holdings, Inc. (NASDAQ: LNTH), a leader in the development, manufacturing and commercialization of innovative diagnostic imaging agents and products, in its offer to acquire oncology company Progenics Pharmaceuticals, Inc. (NASDAQ: PGNX), in an all-stock transaction. 

DIC proposed €1.15 billion acquisition of BASF Colors & Effects
We represented DIC Corporation, a Japanese fine chemicals company, and its US subsidiary Sun Chemical Corporation, in DIC’s proposed acquisition of BASF’s global pigments business, known as BASF Colors & Effects (BCE). The purchase price on a cash and debt-free basis 
is €1.15 billion. The acquisition is expected to close in the fourth quarter of 2020.

Consortium US$8.4 billion acquisition of Genesee & Wyoming
We represented a consortium comprising Brookfield Infrastructure and its institutional partners, and GIC Investments, Singapore’s sovereign wealth fund, in the US$8.4 billion acquisition of Genesee & Wyoming—an owner and operator of short railroad lines in the US, Canada, UK and Australia. We also represented the consortium and Genesee & Wyoming in funding the acquisition in part with senior secured credit facilities arranged by Credit Suisse comprising a US$2.55 billion senior secured term loan B facility and a US$600 million senior secured revolving credit facility, available in multiple currencies.


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