Chemicals

Willkie has vast experience in all segments of this diversified market, representing chemical manufacturers and distributers throughout the U.S and Europe, as well as those funds and financial institutions seeking investment in this area.

Willkie has vast experience in all segments of this diversified market, representing chemical manufacturers and distributers throughout the U.S and Europe, as well as those funds and financial institutions seeking investment in this area.

Mergers & Acquisitions, PE & VC Investments, Joint Ventures and Other Business Combinations

  • Arkema: Advised Arkema, a global chemicals company and France’s leading chemicals producer, on several of its sales and acquisitions, including its

    • sale of its activated carbon and filter aid business to Calgon Carbon.
    • proposed €1.74 billion acquisition of Bostik from Total SA.
    • €250 million issue of issue of tap bonds to be assimilated with bonds listed on Euronext Paris in April 2012, for a combined aggregate bonds loan value of €480 million.
    • €230 million issue of Euronext Paris-listed bonds through a private placement.

    Ardian/DPx Holdings B.V.: Ardian in its acquisition of the Exclusive Synthesis (ES) and Maleic Anhydride Intermediates & Specialties (IM) business from DPx Holdings B.V.

    Brenntag AG: Advised a bidder in the auction sale of Germany-based Brenntag, a global market leader in the distribution of specialty and industrial chemicals, including solvents, acids and lye.

    Cowen Group, Inc./Dahlman Rose & Co. LLC: Represented Cowen in an all-stock acquisition of Dahlman Rose & Co. LLC, a privately held investment bank specializing in the energy, metals and mining, transportation, chemicals and agriculture sectors.

    Perstorp AB/PTT Global Chemical: Advised Swedish specialty chemicals company (and PAI partners portfolio company) Perstorp on its 49/51 joint venture with PTT Global Chemical, Thailand’s largest chemical producer, to produce and sell products for the polyurethane industry.

    Rockwood Holdings, Inc./ALTANA Group: Represented Rockwood Holdings, Inc. in the $635 million sale of its rheology business to ALTANA Group. 

    Rockwood/CeramTec/Cinven: Represented Rockwood Holdings, Inc. on its $1.98 billion sale of CeramTec, its advanced ceramics business, to European private equity firm Cinven.

    Rockwood Holdings, Inc./Huntsman Corporation:  Represented leading global specialty chemicals company Rockwood Holdings, Inc. in the $1.325 billion sale of its titanium dioxide pigments and four other non-strategic businesses to Huntsman Corporation.

    Rockwood Holdings, Inc/Kemira Oyj: Advised Rockwood on its acquisition of Kemira Oyj’s 39 percent interest in titanium dioxide business joint venture Sachtleben.

    Sachtleben: Represented Sachtleben, the TiO2 venture of Rockwood Holdings and Kemira, in the acquisition of titanium dioxide production assets and inventory of crenox GmbH from the company’s insolvency administrator.

    Sachtleben Group: Represented Sachtleben Group in a €430 million Facility Agreement which refinances the Rockwood and Kemira TiO2 venture and provides for a €200 million Facility A term loan, and a €200 million Facility B term loan and a revolving credit facility of €30 million. 

    United Maritime Group, LLC/Oiltanking Holding Americas, Inc.: Represented United Maritime Group, an integrated transportation company focused on serving the domestic and export coal and petroleum coke markets, in the sale of U.S. United Bulk Terminal, LLC (UBT), the largest dry bulk terminal on the Lower Mississippi River, to Bulk Handling USA, Inc., an affiliate of Oiltanking Holding Americas, Inc.

    VanDeMark Chemical/UW-BW VDM Acquisitions LLC: Advised VanDeMark Chemical, a portfolio company of Willkie client Buckingham Capital Partners, in its sale to a private equity consortium UW-BW VDM Acquisitions LLC, an entity formed by private equity sponsors Uni-World Capital, L.P. and Brightwood Capital Advisors, LLC.  Headquartered in Lockport, New York, VanDeMark is a producer of fine chemicals used in business and industry.

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Other Significant Matters

  • ABN AMRO Rothschild, Dresdner Kleinwort/SGL CARBON AG: Represented ABN AMRO Rothschild and Dresdner Kleinwort in the convertible bond issue of Germany-based SGL, one of the world's leading manufacturers of products made from carbon with a portfolio ranging from carbon and graphite materials to carbon fibers and composites.

    Arkema: Represent Arkema in antitrust matters in several jurisdictions throughout the world.

    LSB Industries, Inc.: Represented LSB Industries, Inc. in a successful consent solicitation to effect certain amendments to its 7.75% Senior Secured Notes due 2019 following the company’s $364 million sale of its climate control business.  

    Millennium Audit Committee: Investigated accounting issues on behalf of Audit Committee of Millennium Chemicals, Inc.

    Monsanto Company/Solutia, Inc.: Represented Monsanto in the chapter 11 case of Solutia, a U.S.-based applied chemicals and specialty materials company.

    Tronox Limited: Advised Tronox on: 

    • a $2.15 billion term loan facility, a $550 million asset-based revolving credit facility, and an offering of $450 million 5.75% Senior Notes due 2025.
    • the financing-related components of its acquisition of Cristal’s titanium dioxide business for $1.673 billion in cash and stock.
    • securing committed financing with respect to the all-cash acquisition of the Alkali Chemicals business from FMC Corporation for $1.64 billion. 

    W.R. Grace: Counseled unofficial committees or groups of bondholders or other creditors on the chapter 11 case of W.R. Grace, a Maryland-based global specialty chemicals company focused on refining, construction materials and specialty technologies.

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