Kirkland, Skadden Carve Out $1.6 Billion Minerals Deal
UPDATE, 2/13/14, 5:15 p.m. EST: Fried, Frank, Harris, Shriver & Jacobson is advising Imerys on antitrust aspects of the deal. Competition partner Peter Guryan is working on the matter for Fried Frank.
Paris-based specialty materials company Imerys is expanding in the United States with the purchase of Amcol International in a deal worth $1.6 billion, including the assumption of debt.
Imerys said Wednesday that it will pay $41 in cash for each share of Hoffman Estates, Ill.–based Amcol, which specializes in making specialty minerals and chemicals for industrial applications. The deal, which represents a premium of 12 percent over the target's Tuesday closing price, adds a complementary piece to Imerys' specialty materials business while increasing its footprint in the U.S. The sale—which has been unanimously approved by both companies' boards—is expected to close in the first half of 2014 pending approval by regulators and Amcol shareholders.
Amcol is a leading manufacturer of the mineral bentonite, which has various applications in the construction and oil and gas industries. The target also provides oil and gas companies with concrete, water treatment and drilling products through its energy services unit. Amcol employs roughly 2,800 people across 26 countries.
Skadden, Arps, Slate, Meagher & Flom is advising Imerys on the acquisition of Amcol. M&A partners Kenneth Wolff and Pierre Servan-Schreiber—based in New York and Paris, respectively—are leading a Skadden team that also includes associate Grace Fu. Skadden previously advised Imerys with respect to a 2009 issuance of shares that raised roughly $340 million. And French legal publication Law in France reported earlier this month that Imerys also hired the firm as counsel on its sale of four calcium carbonate production plants to Swiss rival Omya for an undisclosed amount.
Other Skadden partners working on the Imerys deal for Amcol include banking partner Stephanie Teicher, corporate finance partner Michael Zeidel, executive compensation and benefits partner Regina Olshan, tax partner Steven Matays and international visiting professional Morten Stakroge. Skadden associates Louis Artime, Dmitriy Chelnitsky, Donnie Clay, Michael Hong and Thomas Wood are also advising.
Denis Musson serves as general counsel for Imerys.
For its sale, Amcol has turned to a team of Kirkland & Ellis attorneys as legal counsel. The firm's team includes corporate partners R. Scott Falk and Richard Brand in Chicago and New York, respectively. Executive compensation partner Scott Price, tax partner Keith Villmow and antitrust partner Bilal Sayyed are also advising on the deal, along with associates Laura Brockelman, Felicity Deane, Alena Jirovska and Alex Rose. James Ashley is Amcol's general counsel.