Sullivan & Cromwell’s Private Equity Group advises on private equity investments, strategic investments and exits from those investments through mergers and acquisitions and capital markets transactions.
 
The Firm’s experience is the key to its success. Financing is often critical to the success of private equity transactions; S&C’s private equity practice includes expertise in high-yield debt offerings, bank lending and structured financings. Clients demand transactions that address the unique concerns of investors and principals, and S&C has extensive experience structuring and organizing private equity funds and representing investors in those funds.
 
Private equity clients benefit from the Firm’s expertise in a wide range of other areas, including the Firm’s M&A, employee benefits, environmental law, insurance, intellectual property, litigation, capital markets, bank lending, structured finance and tax practices. Sullivan & Cromwell is also one of the world leaders in real estate private equity transactions.
 
S&C has local law capabilities in France, Germany, Japan, China and the United Kingdom. This international presence allows the Firm to provide highly integrated advice on cross-border deals. In Asia, S&C’s private equity practice works out of Beijing, Hong Kong and Tokyo—a presence that few other firms can match.
 

SELECTED REPRESENTATIONS

Sullivan & Cromwell’s recent private equity experience includes representations of:
 
  • American Energy Partners, counsel to affiliate, American Energy – Permian Basin in its $2.5 billion agreement to acquire 63,000 net acres of leasehold in the southern Permian Basin, primarily in Reagan and Irion Counties, Texas from affiliates of Denver-based Enduring Resources and counsel to affiliate American Energy – Utica and American Energy – Marcellus in their $1.75 billion agreement to acquire 75,000 net acres and 175 mmcfe per day of net production in the southern Utica and southern Marcellus Shale plays from East Resources and an unnamed private company
     
  • Apollo Global Management and CVC Capital Partners, in their $1.3 billion acquisition of Brit Insurance Holdings
     
  • Ares Management, in numerous transactions including:
    • in connection with its managed funds’ $1.45 billion strategic partnership with DuPage Medical Group
    • as the largest shareholder in Nortek, in connection with Nortek’s $2.8 billion acquisition by Melrose Industries
    • in connection with its fund’s acquisition of a significant stake in American Tire Distributors
  • Ares Management and Ontario Teachers’ Pension Plan, in numerous transactions including in the:
    • formation of AOT Bedding Super Holdings, and in AOT’s acquisitions of Serta and Simmons Bedding Company and its subsequent acquisition by Advent International
    • acquisition by their affiliated funds of CPG International
  • Barclays, in its $15.2 billion sale of Barclays Global Investors, which included the iShares business, to BlackRock
     
  • A consortium comprising Borealis (an arm of OMERS), Canada Pension Plan Investment Board, and Ontario Teachers’ Pension Plan in its acquisition of Skyway Concession Company
     
  • Canada Pension Plan Investment Board, in numerous transactions including its:
    • combined minority investment with TPG Capital of $500 million for a combined stake of 17% in MISA Investments, the parent company of Viking Cruises
    • $2.3 billion investment agreement with Hermes Infrastructure to acquire at least a 30% stake in Associated British Ports with the possibility to acquire an additional 3.33%
    • $607 million acquisitions of an additional 23.6% stake in Transportadora de Gas del Perú S.A. and 100% of Compañía Operadora de Gas del Perú S.A.C., the operator of TgP’s pipeline, from Tecpetrol International S.A. and the acquisition of an additional 8% interest in Transportadora de Gas del Perú from International Power, an affiliate of the ENGIE
  • China Investment Corporation, as part of a consortium of equity investors, in the $1 billion investment in Diamond S Shipping
     
  • China Investment Corporation, CITIC Capital and Boyu Capital, in connection with their $1.4 billion sale of secondary shares in Alibaba Group Holding and as lead investors in connection with the $7.6 billion equity financing of Alibaba Group Holding’s repurchase of one half of Yahoo!’s stake in Alibaba
     
  • CIC Capital Corporation, as a member of a consortium led by Brookfield Infrastructure and Brookfield Asset Management, in its $5.2 billion acquisition of a 90% ownership interest in Nova Transportadora do Sudeste from Petróleo Brasileiro
     
  • Colony Capital, in its $1 billion acquisition, along with General Atlantic, of First Republic Bank from Bank of America
     
  • Coronado in its $420 million agreement to purchase the Buchanan Mine in southwestern Virginia and certain other metallurgical coal reserves from CONSOL Energy
     
  • Crescent Capital Group in its financing commitment, along with other lenders, to GTCR in connection with GTCR’s $550 million acquisition of Lytx
     
  • CVC Capital Partners, in the $4.2 billion sale of a 42.5 percent ownership interest in Univar to Clayton, Dubilier & Rice. CVC pursued a dual-track process, also considering an IPO, which S&C also led
     
  • FilmYard Holdings, parent company of MIRAMAX, in connection with beIN MEDIA GROUP’s acquisition of MIRAMAX
     
  • Frank McCourt and his entities, in the acquisition of the Olympique de Marseille Football Club from Margarita Louis-Dreyfus, Chairman of the Louis Dreyfus Group, and in the $2.15 billion sale of the Los Angeles Dodgers professional baseball team to Guggenheim Baseball Management
     
  • Goldman Sachs Group, through its principal investment area GSPIA, in the $1.3 billion purchase of Ontex by Goldman and TPG Capital from Candover Investments
     
  • J.C. Flowers, in numerous transactions including:
    • in connection with its entity Iron Holdings’s acquisition of Banco Santander’s Island Finance business from Santander Financial Services, Inc., a subsidiary of Banco Santander
    • as part of an investor group, in the $13.9 billion acquisition of IndyMac Federal Bank from the Federal Deposit Insurance Corporation
  • Justice Holdings and Pershing Square, in the $1.4 billion business combination with Burger King Worldwide
     
  • Lion Capital, in numerous transactions including its acquisition of a minority interest in Authentic Brands Group from certain of Authentic Brand’s existing shareholders and Spence Diamonds
     
  • Merchant Banking Division of Goldman Sachs, in its $1.5 billion investment in DONG Energy along with Danish pension funds ATP and PFA and other investors, as part of a total capital raise of $ 2.4 billion
     
  • Ontario Teachers’ Pension Plan Board, in numerous transactions including its:
    • acquisition of PODS
    • sale of its 50% ownership interest in Northern Star Generation to GulfSun Power Holdings
    • $470 million acquisition of SeaCube Container Leasing
  • ORIX Capital Partners, a business unit of ORIX USA Corporation, in its private equity investment and acquisition of Hoffman Southwest Corp.
     
  • Pershing Square Capital Management, in numerous matters including its investment in Zoetis and in connection with its investment in, and agreement to vote its shares in favor of, the $1.4 billion going private acquisition of Landry's Restaurants by its Chairman, CEO and majority stockholder, Tilman Fertitta
     
  • Pershing Square and Fairholme Capital Management, in the $3.9 billion capital commitment for the stand-alone plan of General Growth Properties and Fairholme’s subsequent sale of its $1.7 billion position in General Growth Properties
     
  • Platinum Equity in connection with its acquisition of a controlling equity stake, along with other noteholders, in the reorganization of Key Energy Services
     
  • Rhône Capital, in numerous transactions including its:                         
    • $1.2 billion acquisition of 100% of the share capital of Zodiac Pool Holding from a fund affiliated with the Carlyle Group
    • affiliated investment funds’ agreement with Garda World Security Corporation to acquire 45% of the outstanding shares of a parent company of Garda World from a subsidiary of funds advised by Apax Partners
    • affiliated investment funds acquisition of GK Holdings from MidOcean Partners
    • $1.35 billion acquisition of CSM NV’s bakery supplies business
  • Silver Lake Partners and Skype Global, in the $8.5 billion acquisition of Skype by Microsoft from a Silver Lake-led investor consortium
     
  • SPO Partners in the $900 million sale of its aggregates business, Aggregates, USA, to Vulcan Materials Company
     
  • Tinicum Capital Partners, in numerous transactions including its:
    • affiliated funds’ $56 million acquisition of certain outdoor advertising/billboard assets from Clear Channel Outdoor
    • acquisition of Bristol Industries through Tinicum’s portfolio company, Consolidated Aerospace Manufacturing 
    • acquisition of its portfolio company, Skyway Towers, by American Towers 
    • $625 million acquisition of X-Rite by Danaher
  • Veritas Capital, in its $1.25 billion acquisition of the healthcare business of Thomson Reuters
     
  • Versa Capital Management, in numerous transactions including its:
    • acquisition of Sport Chalet by Vestis Retail Group which is owned by funds advised by Versa
    • $348 million sale of Central Parking to Standard Parking