Adam Cieply

Partner, New York

Biography

Overview

Mr. Cieply is a partner in White & Case's Mergers & Acquisitions practice group. Mr. Cieply represents domestic and international private equity funds and corporate clients in private and public domestic, cross-border and global mergers and acquisitions, restructurings, joint ventures and private investments in a broad range of industries. Mr. Cieply also has broad experience advising distressed companies and holders of distressed debt on corporate restructurings, equity raises and distressed M&A transactions, whether in-court or out-of-court.

Prior to joining White & Case, Mr. Cieply practiced corporate law, focusing on public and private mergers and acquisitions and securities law, at a major Canadian law firm, working in both their Montreal, Canada and London, UK offices.

Mr. Cieply is listed as a "Rising Star" for M&A in the United States by Euromoney (2020). He is also a recipient of a "40 under 40 Emerging Leaders Award" by The M&A Advisor (2019).

Bars and Courts
New York State Bar
Quebec Bar
Education
BCL/LLB
Faculty of Law
McGill University
Languages
English
French

Experience

Mr. Cieply's transaction experiences include the representation of:

  • Hertz Global Holdings Inc. in
    • its reorganization and recapitalization through a combination of the issuance of new debt and equity capital in the context of the company's Chapter 11 proceedings. The transaction, sponsored by an investor group led by Knighthead Capital Management LLC, Certares Opportunities LLC and Apollo Capital Management, LP raised approximately US$7.216 billion in cash proceeds with an implied total enterprise value of approximately US$6.929 billion.
    • its US$875 million sale of Donlen Corporation, a fleet leasing and management business, to Apollo Global Management under Section 363 of the Bankruptcy Code.
  • Sempra Energy (NYSE: SRE) a Fortune 500 energy services holding company, in:
    • its US$3.37 billion sale of a non-controlling 20 percent interest in its new energy infrastructure business platform, Sempra Infrastructure Partners, to KKR. This transaction values Sempra Infrastructure Partners at approximately US$25.2 billion.
    • its US$3.59 billion sale of its Peruvian businesses including its 83.6 percent stake in Luz Del Sur to China Yangtze Power International (Hongkong) Co., Limited. The transaction was named "M&A Deal of the Year" by China Business Law Journal in 2020.
    • its US$9.45 billion all-cash acquisition of Energy Future Holdings Corp., which indirectly owns 80% of Oncor Electric Delivery Company, LLC, an operator of the largest electric transmission and distribution system in Texas. The transaction, which created the largest utility holding company in the US, valued Oncor at US$18.8 billion. This transaction was named "M&A Deal of the Year" by The Deal in 2018.
    • the acquisition by Oncor Electric Delivery Company LLC of InfraREIT, Inc. (NYSE: HIFR), for approximately $1.275 billion and the concurrent acquisition by (i) Sempra of a 50 percent interest in Sharyland Utilities, LP for approximately US$98 million and (ii) Oncor, through subsidiaries of InfraREIT, of certain North and West Texas assets of Sharyland. Sempra Energy owns an approximate 80-percent ownership stake in Oncor.
  • Brookfield in (i) its 50/50 joint venture with Digital Realty focused on the development, ownership and operation of institutional quality data centers in India; (ii) its 50 percent partnership with Digital Realty Trust in the US$1.8 billion acquisition of Ascenty, a leading data center provider in Brazil; (iii) its C$4.3 billion acquisition of Enercare Inc., one of North America's largest home and commercial services companies; and (iv) its bid to acquire Inter Pipeline Ltd., a Canadian company publicly traded on the Toronto Stock Exchange, for an implied value of CAD$13.5 billion.
  • Mill Rock Capital in (i) the acquisition of Trojan Lithograph Corporation, a US-based full service provider of high-end, graphic paper packaging, from Arbor Investments, and (ii) Trojan Lithograph's acquisition of All Packaging Company, a leading specialty paper packaging company focused on various consumer end markets.
  • Certares Management LLC in (i) its investment in AmaWaterways, a leading luxury river cruising company, (ii) in its acquisition of Guardian Alarm, a super-regional security provider, (iii) its investment in Mystic Invest Holding, a leading Portuguese river cruise company and an emerging expedition cruise operator, and (iv) its US$325 million co-investment in convertible debentures issued by Azul S.A., the largest airline in Brazil.
  • Siemens Corporation, a US subsidiary of Siemens AG, in the acquisition by its affiliates Siemens Industry, Inc. and Siemens Industry Software (India) Private Limited of certain assets related to the Edge technology business of Pixeom, Inc. and Pixeom India Pvt. Ltd.
  • Luxoft Holding, Inc. (NYSE: LXFT), a global technology services and consulting company based in the British Virgin Islands, in its US$2 billion sale to DXC Technology (NYSE: DXC), the world's leading independent, end-to-end IT services company.
  • An ad hoc group of creditors in their participation in US$325 million of new equity capital in the Chapter 11 reorganization and recapitalization of Acosta, Inc., a full-service sales and marketing agency, and elimination of all of Acosta, Inc.'s approximately US$3 billion of long-term debt.
  • Odebrecht S.A. in its US$1.39 billion sale of the 456 megawatt Chaglla hydroelectric power plant in Peru to a consortium headed by China Three Gorges Corp. This transaction was recognized by Latin Lawyer's 2019 Deal of the Year Awards.
  • Pilot Flying J, the largest operator of travel centers in North America, and its shareholders, the Haslam Family, in the investment in a significant minority stake by Berkshire Hathaway.
  • The ad hoc committee of secured creditors of Concordia International Corp., an international specialty pharmaceutical company, in its US$3.7 billion recapitalization.
  • An ad hoc group of holders on unsecured bonds in the Breitburn Energy chapter 11 cases.
  • Affiliates of LS Power in the sale of interests in Sandy Creek Energy Associates, L.P. (SCEA), owner of an undivided interest in a coal-fired power generating plant located in the Electric Reliability Council of Texas, to a group of SCEA's lenders in connection with the restructuring of SCEA's approximately $1 billion of secured funded debt.
  • The Unsecured Noteholders of Texas Competitive Electric Holdings Company, an Energy Future Holdings Corp. subsidiary, in a complex merger agreement as part of the largest US restructuring in 2015 and the US$12.5 billion acquisition of Oncor Electric Delivery Company.
  • GlobalWafers Co. Ltd., a Taiwanese company publicly traded on the Taipei exchange and a global leader in the manufacture and sale of silicon wafers to the semiconductor industry, in its US$683 million acquisition of SunEdison Semiconductor Ltd. pursuant to a Singapore Scheme of Arrangement.
  • Altria Group, Inc. in its acquisition of Sherman Group Holdings, LLC, a distributor of super-premium cigarettes and premium cigars.
  • Vertex Pharmaceuticals, Inc., in its acquisition of cystic fibrosis drug, CTP-656, from Concert Pharmaceuticals, Inc., for up to US$250 million.
  • The Official Committee of Unsecured Creditors in the chapter 11 cases of Samson Resources Company in the United States Bankruptcy Court for the District of Delaware.
  • Ornua Co-operative Ltd. in its sale of its subsidiary, DPI Specialty Foods, Inc., one of the largest specialty food distributors in the United States, to Arbor Investments, a Chicago-based private equity firm specializing in the food and beverage industry.
Awards and Recognition

Listed as a "Rising Star" for Mergers & Acquisitions in the United States, Euromoney, 2020

Recipient of the "Emerging Leaders Award", The M&A Advisor, 2019