American Tire Distributors Holdings Inc. has acquired all of the issued and outstanding stock of Hercules Tire Holdings LLC, which owns all of the issued and outstanding stock of the Hercules Tire & Rubber Co., for approximately US$310 million.
In connection with the acquisition, American Tire amended and restated their asset-based credit facilities to provide for an increase in commitments with respect to the existing Canadian revolving facility and the existing US first-in last-out facility, as well as the establishment of a new Canadian first-in last-out facility. The credit facilities were made available by a syndicate of lenders led by Bank of America, N.A, and, in total, are in excess of $1 billion.
Hercules, based in Findlay, Ohio, is a leading marketer of replacement tires in the US, Canada and globally.
American Tire, based in Huntersville, North Carolina, is primarily engaged in the wholesale distribution of tires.
American Tire's legal team was led by General Counsel Michael Gaither. In the US, American Tire Distributors was also represented by K&L Gates LLP with a team including Chad Warpula, Kevin Stichter, Kevin Christmas, Jared Mobley, Brian McCalmon, Jim Earle, Ashley Snyder and Michael Hutson.
Osler, Hoskin & Harcourt LLP represented American Tire in Canada with a team that included John Groenewegen, Justin Drake and Jay Greenspoon (corporate); Richard Borins and Scott Cooper (financial services); Peter Glossop and Matthew Anderson (competition); Rod Davidge and Julianne Gu (real estate); Kimberley Wharram and Ina Eroff (tax); Paul Litner and Jon Marin (pension and benefits); Allan Wells and Colin Kelly (employment) and Kelly Moffatt (intellectual property).
Josh Opperer of Honigman Miller Schwartz and Cohn LLP represented Hercules in the US.
Blake, Cassels & Graydon LLP represented Hercules with respect to competition law clearance in Canada with a team that included Randall Hofley, Jason Gudofsky and Joshua Krane.
Bank of America, N.A. was represented in Canada by Norton Rose Fulbright Canada LLP with a team including David Amato and Matthew Lippa; and in the US by Parker, Hudson, Rainer & Dobbs LLP with a team including Bobbi Acord Noland, Jonathan Bush and Sarah Watts.
American Tire was represented in respect to the financing in Canada by Osler, Hoskin & Harcourt LLP with a team of Richard Borins and Scott Cooper; and in the US by Simpson Thacher & Bartlett LLP with a team of Brian Steinhardt, Eli Isak, Brett Pearlman and Spencer Sloan (banking and credit); Ed Tolley, Brian Rosenzweig and Mitchell Ryan (capital markets); Andrew Smith, Shih-Chi Pan and Gabriela Botifoll (M&A) and Jonathan Cantor (tax).