TPG Capital Acquires Ashland Distribution

On March 31, 2011, Ashland Inc. completed the sale of its global distribution business, known as Ashland Distribution, to Nexeo Solutions, LLC, an affiliate of TPG Capital, for a purchase price of approximately US$979 million. As part of this transaction, the Canadian distribution business was sold by Ashland Canada Corp., a subsidiary of Ashland Inc., to Nexeo Solutions Canada Corp., a subsidiary of Nexeo Solutions, LLC. With approximately 2,000 employees, the global distribution business generated revenues of $3.4 billion in fiscal year 2010. The Canadian and US portions of the acquisition were financed in part through a US$540 million senior secured revolving credit facility made available by Bank of America, N.A., as administrative agent and collateral agent, with a syndicate of lenders.

In Canada, TPG Capital and Nexeo Solutions Canada Corp. were represented by Stikeman Elliott LLP with a team led by Susan Hutton, Paul Beaudry (competition); Lisa McDowell, Evan Dickinson (M&A); Gary Clarke, Michele Robichaud and Andrea Boctor (employment & pensions) and Michael Dyck (banking). Outside of Canada, TPG Capital was represented by Vinson & Elkins LLP (global M&A), Cleary Gottlieb Steen & Hamilton LLP (global antitrust, M&A and US financing) and Hannes Snellman (the Nordic countries). Vinson's team was led by Keith Fullenweider and Creighton Smith. Cleary's antitrust team was led by James Modrall and Shan Hu in Brussels (competition) and the US financing team was led by Duane McLaughlin, and included Victor Chiu, Charles-Antoine Wauters, Dora Habachy, Nathan Nagy, Mbabazi Kasara and Sojeong Hong (M&A). Hannes Snellman's team included Johan Aalto, Amanda Tonsgaard, Carolina Bruce (M&A) and Johanna Haltia-Tapio (employment).

Ashland Canada Corp. was represented in Canada by Baker & McKenzie LLP with a team led by Janice McAuley (competition); Nancy Hamzo (M&A) and Randy Schwartz (tax); and in the US by Cravath, Swaine & Moore LLP with a team that included Susan Webster, Leigh Harlan, Elnaz Shahgoli and Lola Ogunmefun (M&A); Stephen Gordon and Sonia Rodriguez (tax); Eric Hilfers and Kevin Manz (pensions); Jeffrey Smith and Annmarie Terraciano (environmental) and Robin Landis, Joshua Goldman and Sulman Bhatti (litigation).

Bank of America, N.A., was represented in Canada by Ogilvy Renault LLP, with a team that comprised Kevin Morley, Arnold Cohen and Victoria Everett; and in the US by McGuireWoods LLP with a team that included Staci Rosche, Joshua Green and Anna Reimers.

Merrill Lynch, Pierce, Fenner & Smith Incorporated who financed the deal was represented by Willkie Farr & Gallagher LLP with a team that included Steven Seidman and Laura Delanoy.