US quartet says cheese to Carlyle’s $3.3bn Getty purchase

Davis Polk & Wardwell, Debevoise & Plimpton, Simpson Thacher & Bartlett and Weil Gotshal & Manges have all snapped up roles advising on the Carlyle Group’s acquisition of Getty Images from US private equity rival Hellman & Friedman.

Carlyle’s successful $3.3bn (£2.1m) bid for the photo and video distributor sees the private equity buyer take a controlling stake in the company, with co-founder and chairman Mark Getty rolling his ownership stake into the agreement. Getty Images’ management, including co-founder and CEO Jonathan Klein, will also invest “significant” equity in the company, Carlyle said.

Debevoise acted for Carlyle, fielding New York-based corporate co-chair Paul Bird and fellow Manhattan corporate partner Jonathan Levitsky as the lead advisers.

Simpson Thacher advised both Getty Images and Hellman & Friedman, with the team including Palo Alto partners Chad Skinner (corporate), Katharine Moir (tax),Tristan Brown (employee benefits), Bill Brentani (credit) and New York credit partner Brian Steinhardt.

Weil also advised Getty Images. The US firm’s team was led by corporate partner Kyle Krpata and included IP transactional partner Karen Ballack and corporate partner Craig Adas, with all three based in Silicon Valley. London competition partner Douglas Nave and competition associate Dean O’Connell also advised alongside New York corporate partners Michael Nissan and Richard Ginsburg.

Davis Polk took the role for Getty Investments, the family investment entity founded by Mark Getty which is now the principal shareholder in the photo company. The team included Menlo Park corporate partners Daniel Kelly and Sarah Solum, New York tax partner Kathleen Ferrell and New York IP partner Frank Azzopardi.

The deal sees Carlyle Partners V provide equity financing for the investment, with the transaction subject to regulatory approval. It is expected to close in 2012.

Background to this deal:

Weil said Getty Images was its first client when launched its Silicon Valley corporate practice in in 1999. It advised it on a range of deals since then including its acquisition of The Image Bank in 1999 and MediaVast in 2007, as well as the the sale of the company to Hellman & Friedman in 2008 and its purchase of Jupiterimages in 2009.

Weil’s Adas acted for Getty Images in the 2008 buyout, while Simpson Thacher advised Hellman & Friedman and Davis Polk’s Kelly advised Mark Getty (27 February 2008).

Debevoise is one of a number of firms to win transactional roles acting for Carlyle, with the firm recently co-advising Carlyle-owned Syniverse Technologies alongside Shearman & Sterling on the acquisition of Luxembourg-based mobile company MACH. Freshfields Bruckhaus Deringer advised MACH.

Earlier this month Freshfields advised Carlyle on its $270m sale of Austrian software company UC4 to EQT Partners (13 August 2012).