CC scores role advising Debevoise client

Clifford Chance has scooped a role advising longstanding Debevoise & Plimpton private equity client Clayton Dubilier & Rice on an exit.

Corporate partner Simon Tinkler represented the firm on the deal, which saw the private equity house sell its majority shareholding in Brake Bros Holding to Bannerbrick, a company owned and controlled by Bain Capital. Clifford Chance also provided pensions and property advice in relation to the sale.

According to Tinkler, Clifford Chance has acted for Clayton Dubilier & Rice in France, but this is the first instruction it has received from the company in the UK.

“Following the work we did for it in France we started to look at some potential acquisitions – that’s a developing relationship. On the back of that they asked us to get involved in this sale,” he said.

Clayton Dubilier & Rice generally uses Debevoise for corporate advice and the firm worked alongside the magic circle firm on the deal.

Tinkler said the sale was interesting because it did not use a sale and purchase agreement as would normally be the case in an exit of that kind.

“Normally there’s a sale and purchase agreement between the relevant parties,” he said. “Because there are 180 shareholders in addition to Clayton Dubilier & Rice, it wasn’t possible to get them all to sign the agreement at short notice, so we had to use an offer document, which is used in public takeovers, instead,” explained Tinkler.

Bain Capital was advised by a Kirkland & Ellis team led by corporate partner and London office head Jim Learner. The banks involved on the deal, JPMorgan and Deutsche Bank, were advised by in-house counsel.