Kirkland’s City office secures brace of deals for Bain Capital

Kirkland & Ellis has landed a pair of prime mandates acting for longstanding private equity client Bain Capital.


James Learner
James Learner

The US firm’s City office advised on the refinancing of more than e500m (£427.7m) of debt for Bain portfolio company and South African retailer Edcon, while simultaneously acting for the buyout house on the e650m purchase of chemical ­distribution specialist IMCD.

The purchase of IMCD involved a multijurisdictional Kirkland team led by London corporate partners Jim Learner and Ross Allardice on the acquisition side of the deal, with finance partner Neel Sachdev ­advising on the financing of the transaction.

A Dutch Allen & Overy team advised seller AAC Capital Partners, the former private equity division of ABN Amro.

The purchase was funded by a senior tranche valued at e395m, provided by Lloyds TSB, ING and UBS, together with a e105m mezzanine facility from KKR mezzanine funds.

Clifford Chance senior partner Malcolm Sweeting acted for the senior lenders, while the mezzanine lender turned to US firm Proskauer Rose, with London-based English law finance head Michael Crosby leading.

The South African deal saw a Kirkland team ­featuring Sachdev, corporate partner Matthew Dean and New York corporate partner Joshua Korff ­acting for Edcon on the issue of a e500m high-yield bond and an additional R985m (£87.65m) senior secured loan to refinance existing indebtedness.

Shearman & Sterling acted for the banks on the deal, with London capital markets partner Ward McKimm leading. The banks were led by Goldman Sachs, with Barclays ­Capital, Deutsche Bank and Morgan Stanley also involved.

The bonds were issued within a week of the launch, into what Sachdev described as a “hot bond market”.

He added: “To get a bond away in that time period is virtually unheard of.”

Bain’s last major UK buyout came when it was part of a consortium, along with Advent International, that won an auction for the £2bn acquisition of RBS’s Global Merchant Services division.

eil Gotshal & Manges won the joint mandate for the two houses on that occasion, in August 2010.