Frankfurt Office Advises Sachtleben on Acquisition of Titanium Business and on €430 Million Refinancing Transaction

June 14, 2012

Sachtleben GmbH, the TiO2 venture of Rockwood and Kemira, agrees to acquire titanium dioxide production assets and inventory of crenox GmbH from the company’s insolvency administrator, and enters into new Facility Agreement.

It was recently announced that Willkie client Sachtleben GmbH, a manufacturer of specialty chemical products, has agreed to acquire the titanium dioxide production assets and inventory of crenox GmbH from the company’s insolvency administrator, Mr. Eberhard Stock. Sachtleben, a venture of Rockwood and Kemira, conducted the purchase agreement through its subsidiary Sachtleben Pigment GmbH. Sachtleben manufactures titanium dioxide and functional additives at plants in Duisburg, Germany and Pori Finland. The acquisition will add over 100,000 metric tons of titanium dioxide production, increasing capacity to approximately 340,000 metric tons, enhancing Sachtleben’s position as a leading global supplier of high quality TiO2 pigments. Closing of the transaction is subject to regulatory approvals in Germany and Austria.

The Willkie deal team, led by partner Georg Linde (Corporate/M&A), included partners Patrick Meiisel (Tax) and Dr. Andreas Hautkappe (Corporate/Restructuring); national partners Rolf Hünermann (Corporate/Antitrust), Jan Wilms (Finance) and Dr. Christian Rolf (HR); and associates Dr. Maximilian Schwab, Patrick Wacker, Johannes Eckhardt, Dr. Christina Mann (Corporate/M&A), Dr. Stephanie Schmidt-Ehemann (Corporate/Restructuring), Mario Bammann (Finance), Jochen Riechwald (HR) and Christian Stöhr (HR/Corporate).

In a separate transaction, Willkie advised the Sachtleben Group in its new €430 million Facility Agreement with Coordinators and Bookrunners Merchant Banking, Skandinaviska Enskilda Banken AB (publ) (SEB), SEB AG (Frankfurt am Main), Deutsche Bank AG (London Branch), Morgan Stanley Bank International Limited, and KKR Capital Markets Limited; Agent and Security Agent SEB; and Original Issuing Bank SEB AG. The agreement, which refinances the Rockwood and Kemira TiO2 venture, 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.

The Willkie team on the refinancing, led by national partner Jan Wilms (Finance), included partner Dr. Patrick Meiisel (Tax), and associates Mario Bammann (Finance), Patrick Wacker (Corporate) and Jörg Walzer (Tax).