McDermott takes lead role on E1.7bn Schmalbach takeover

McDermott Will & Emery has acted on the e1.725bn (£1.1bn) takeover of global packaging company Schmalbach-Lubeca, a longstanding client. Although the sale involved assets in more than 30 jurisdictions worldwide, McDermott's London office had a pivotal role, providing more than half of the lawyers and coordinating the European aspects of the deal.
Schmalbach is a plastic container and closure business headquartered in Ratingen in Germany. Amcor, the acquiror, is a multinational packaging company run out of Australia but with operations in 28 other countries and 50 per cent of its earnings coming from outside of Australasia.
The Schmalbach relationship is managed by New York partner Thomas Sauermilch, who led the transaction. The sale was governed by New York law, but was completed out of the London office by a team of 15 US and UK lawyers. Some advice was also provided out of the firm's Düsseldorf office. McDermott advised on the corporate, competition, pensions, intellectual property and employee benefits aspects of the takeover.
McDermott fielded 30 lawyers globally on the deal. The partners involved were Martin Artis, Ralf Eckert, David Hardy, Steven Hull, Scott Megregian, Diane Morgenthaler, Daniel Rabinowitz and Ellen Tenenbaum. London managing partner William Charnley oversaw the sale.
Amcor was advised by Peter Mendell and Steven Levine of Canadian firm Davies Ward Phillips Vineberg. Davies Ward has less global reach than McDermotts, so the US firm may be able to hold on to some of Schmalbach's corporate work after the takeover.
US securities partner Rabinowitz, one of the key players in McDermott's London office, recently joined the firm from the New York office of Davis Polk & Wardwell. His banking clients at Davis Polk included Morgan Stanley, Goldman Sachs, JP Morgan and Credit Suisse First Boston and his capture was something of a coup for McDermott. Just before leaving Davis Polk he worked on SunAmerica's Securities and Exchange Commission-registered offering of its premium equity redemption cumulative securities units.
According to Rabinowitz, McDermott's ability to provide full service advice on M&A deals and its international network were key reasons for moving from Davis Polk. McDermott also opened up a Munich office earlier this year with a group of five partners raided from Beiten Burkhardt Mittl & Wegener.
Rabinowitz said: “This will rank as one of the firm's biggest deals globally this year. The deal had to be rushed through because the purchaser wanted to get away the equity finance. In the 10 days prior to closing, the 15 lawyers on the deal in the London office were putting in 20-plus hours a day.”
The firm has several other large corporate deals in the pipeline, including an exchange offer for a Nasdaq-listed telecoms company.