Gemcom Software Acquired for $190 Million

On July 23, 2008, an acquisition vehicle owned by affiliates of JMI Equity Fund VI, L.P., Carlyle Venture Partners III, L.P. and Pala Investments Holdings Limited completed its acquisition of Gemcom Software International Inc., the largest global supplier of specialized mining productivity solutions, for $190 million in cash.

JMI Equity Fund VI, L.P. was represented by Goodwin Procter LLP with a team led by Mark H. Burnett, Danielle M. Lauzon, David H. Roberts, Andrew P. Moosmann and Joel Lehrer (corporate); Mark D. Smith, Martin Dunleavy, Justin Silberberg and Emily Goldfine (financing); J. Todd Hahn (regulatory) and Bill Whitledge and Kelsey Lemaster (tax). Stikeman Elliott LLP provided Canadian advice to JMI Equity Fund VI, L.P with a team led by Brian M. Pukier and Jonah Mann (corporate); Craig Mitchell, Justin Parappally and Jennifer Byun (financing); John Lorito and Katy Pitch (tax) and Debbie Salzberger (regulatory).

Goodmans LLP advised Pala Investments Holdings Limited, with a team led by Michael Partridge and Paolo Berard (corporate).

Latham & Watkins LLP advised Carlyle Venture Partners III, L.P., with a team led by Paul Sheridan and Sam Logan (corporate), Joe Sullivan (tax) and William McGlone (regulatory).

The special committee of the board of directors of Gemcom was advised by a team from Lang Michener LLP that included Leo Raffin and Amandeep Sandhu (corporate/securities), Ryan Black and Nika Robinson (corporate and information technology), Sandra Knowler (competition) and Peter Botz (tax).

Gemcom's legal advisors included a team from Fasken Martineau DuMoulin LLP led by Charlotte Bell and including, among others, Lindy Bremner (corporate/securities), Tracey Cohen, Mark Pontin and Michelle Booker (litigation), Frank Schober and Kate Seniowski (tax) and Barbara Vanderburgh (real estate).

Senior credit facilities were provided by a syndicate of Canadian Imperial Bank of Commerce, CIT Financial Ltd. and The Bank of Nova Scotia. The senior lenders were represented by Blake, Cassels and Graydon LLP, with a team that included Simon Finch, Michelle Laniel, Alexis Levine and Melanie Sanchez. American counsel to the senior lenders was Sidley Austin LLP, with a team including Alan Epstein, Barbara Vrancik, Alan Jakimo and Mark Kaufmann.

Subordinated debt was provided by D.E. Shaw & Co., which was represented by Moore & Van Allen with a team led by MacKenzie C. Henry and Taber Cathcart. Bennett Jones LLP provided Canadian advice, with a team including Mark Rasile and Darcy Moch.