Cleary wins new client Samsonite on $1.8bn deal with Tumi

Cleary Gottlieb Steen & Hamilton has advised new client Samsonite on its acquisition of Tumi Holdings, with Freshfields Bruckhaus Deringer, Ropes & Gray and Skadden Arps Slate Meagher & Flom also winning key mandates.

The firm fielded a cross-border M&A team for its first instruction from travel luggage company Samsonite, led by corporate partner Ethan Klingsberg and counsel Neil Markel in New York.

Meanwhile partners Brian Byrne and Romina Polley worked on antitrust and competition matters in Washington DC and Cologne respectively, with New York partners Meme Peponis and Amy Shapiro handling leveraged finance issues. Intellectual property partner Daniel Ilan, real estate partner Steve Wilner and tax partner Jason Factor were also involved, alongside New York employment counsel Kathleen Emberger and Hong Kong regulatory partner Freeman Chan.

While Cleary won Samsonite as a new client, Ropes & Gray has been a longstanding adviser to the Hong-Kong headquartered company. It represented Samsonite in connection with the financing of the deal, with partner Stefanie Birkmann leading in New York.

Magic circle firm Freshfields won an advisory role having acted on the company’s 2011 listing on the Hong Kong Stock Exchange.

Samsonite’s acquisition of Tumi is expected to expand the former’s business in North America, with the majority of Tumi’s revenues coming from the region.

The target Tumi chose Skadden for advice and its team included corporate partners David Goldschmidt and Thomas Kennedy, as well as counsel Timothy Fesenmyer.

The trio were assisted by their colleagues in New York, such as antitrust partner Clifford Aronson, executive compensation and benefits partner Neil Leff and banking partner Sal Guerrera. Partner Brian Krause handled tax matters.

The deal values Tumi at $1.8bn (£1.27bn) and the combined company will continue to be listed on the main list of the Hong Kong Stock Exchange.

Background to the deal 

Samsonite was bought out by CVC Capital Partners in 2007, in a deal that saw Skadden act for the company. The US firm had also worked with the company on its 2003 recapitalisation, although the roles have been reversed in its latest acquisition in which Skadden acted for the target Tumi.

Instead legacy SJ Berwin took the Samsonite relationship from Skadden after acting for CVC on the buyout alongside Paul Weiss Rifkind Wharton & Garrison. Kirkland & Ellis and Ropes & Gray meanwhile won a role on the 2007 deal, advising Bain Capital as one of the major shareholders in the luggage company.

CVC took Samsonite onto the Hong Kong Stock Exchange in 2011, making its final exit from the company two years later. Freshfields Bruckhaus Deringer worked on the IPO, while Skadden was the legal adviser to the sponsor and underwriters.