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Kirkland Snags Roles on Private Equity Sale, BMS Pharma Pact
The Am Law Daily
Kirkland & Ellis, which closed out 2012 by topping our list of most valuable firms and poaching a prominent M&A partner from Cravath, Swaine & Moore, is getting off to a good start on the transactional front this year with a pair of deals announced Tuesday.
In one of those transactions, the Am Law 100 firm is advising pharmaceutical giant Bristol-Myers Squibb on a $482 million Latin American medicine licensing agreement with Reckitt Benckiser. In the other, the firm is representing private equity firm 3i Group in connection with its $972 million sale of Canadian plastics technology company Mold-Masters.
Kirkland corporate partner Christopher Torrente and associates Dvir Oren and Jordan Koss are advising 3i on the sale of Mold-Masters to Milacron, a plastics-processing solutions company purchased last year by New Yorkbased CCMP Capital Advisors, a private equity shop spun off from JPMorgan Chase in 2006.
Kevin Dunn, a former partner at Latham & Watkins and British firm Travers Smith, has served as 3i's general counsel and company secretary since 2007. Mold-Masters was bought by 3i that same year, and the London-based private equity firm now stands to reap roughly $347 million in profits from the sale of its Georgetown, Ontariobased portfolio company, according to the Financial News. The deal is expected to close in April.
The legal advisers retained by Cincinnati-based Milacron, which prevailed with its bid for Mold-Masters in an auction process initiated by 3i last year, were not immediately available. Paul Hastings advised Milacron's senior management and independent directors on the sale of the company last year for an undisclosed sum to CCMP, which was advised on the transaction by Weil, Gotshal & Manges.
Weil is now counseling CCMP and Milacron on their purchase of Mold-Masters. Corporate and private equity partner David Blittner is leading a team from the firm that includes capital markets head Matthew Bloch, private equity partner Harvey Eisenberg, corporate counsel Christopher Gleason, and associates Rob Beard, Alexander Clavero, Junine Johnson, and Sarah Stasny.
Richard Jansen serves as managing director and general counsel of CCMP, while Allison Bernbach is managing director and chief compliance officer. CCMP acquired Milacronwhose former general counsel was Hugh O'Donnellfrom fellow private equity firm Avenue Capital Group. (Bloomberg reported this week that CCMP is also eyeing a potential bid for industrial equipment maker Gardner Denver.)
In Kirkland's second deal of the day, the firm grabbed a role representing New Yorkbased Bristol-Myers on its $482 million agreement with British consumer goods company Reckitt Benckiser to sell a number of over-the-counter drugs in Latin America over the next three years. The terms of the deal include a $438 million up-front payment to Bristol-Myers.
Reckitt Benckiser will have the option to purchase those drugswhich include the pain reliever Tempra, cough and cold medicines Naldecon and Graneodin, antacid Picot, antiflatulence drug Luftal, and antirash cream Dermodexat the end of the three years for an additional $44 million option fee, according to a press release announcing the transaction.
Kirkland corporate partners Daniel Wolf and Joshua Zachariah are leading a team from the firm advising Bristol-Myers on the agreement with Reckitt Benckiser, which is subject to regulatory approvals in Brazil and Mexico. (Wolf joined the firm in a high-profile lateral move from Skadden, Arps, Slate, Meagher & Flom in May 2009.)
Sandra Leung serves as general counsel and corporate secretary for BMS. Independent members of the company's board of directors include former FBI director and current Pepper Hamilton partner Louis Freehnamed chair of the firm last weekand former Covington & Burling of counsel Togo West Jr., who served as Secretary of the Army in the Clinton administration.
Paul, Weiss, Rifkind, Wharton & Garrison M&A cohead Toby Myerson, corporate partner Steven Williams, intellectual property group head Charles Googe Jr., and employee benefits and executive compensation partner Andrew Gaines are representing Slough, Englandbased Reckitt Benckiser in the matter. The company also turned to Myerson and Paul Weiss last year for counsel on its $1.4 billion acquisition of Salt Lake Citybased Schiff Nutrition International, according to our previous reports.
Bill Mordan serves as Reckitt Benckiser's general counsel, while Kelly Slavitt is deputy general counsel and Markus Hartmann general counsel for Europe and North America. The in-house team working on the deal with Bristol-Myers includes legal director for Latin America Marco Gregorio, vice president and general counsel for trademarks Patrick Melson, and vice president and general counsel for patents Karen Cawdell.
In 2010, Reckitt Benckiser turned to Magic Circle firm Slaughter and May for counsel on its $3.9 billion acquisition of SSL International, a British health care products manufacturer known for brands like Durex condoms and Dr. Scholl's foot care.