Simpson Thacher represented Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC as dealer managers in connection with the offer by Cummins Inc. (“Cummins”) to exchange up to 67,054,719 shares of common stock of Atmus Filtration Technologies Inc. (“Atmus”) held by Cummins, representing approximately 80.5% of Atmus’ outstanding common stock, for shares of Cummins common stock. Following completion of the exchange offer, Cummins did not retain any outstanding shares of Atmus common stock. The exchange offer, which was more than 11 times oversubscribed, settled on March 18, 2024.
Cummins is a global power leader that designs, manufactures, distributes and services a broad portfolio of power solutions. Headquartered in Columbus, Indiana, Cummins operates a robust distribution and support network in more than 190 countries and territories and employs approximately 75,500 people globally.
Atmus is a global leader in filtration and media solutions. For more than 65 years, the company has combined its culture of innovation with a rich history of designing and manufacturing filtration solutions. With a presence on six continents, Atmus serves customers across truck, bus, agriculture, construction, mining, marine and power generation vehicle and equipment markets, along with comprehensive aftermarket support and solutions. Headquartered in Nashville, Tennessee, Atmus employs approximately 4,500 people globally.
The Simpson Thacher team for the transaction included Roxane Reardon, Lesley Peng, Sam Zhu, John Balletta and Christina Park (Capital Markets); Sophie Staples, Andrew Purcell and Edward Grais (Tax); Jamin Koslowe and Guanxiong Xu (Executive Compensation and Employee Benefits); Toby Chun and Deepa Sarkar (Environmental); Lori Lesser, Alysha Sekhon and Sarika Pandrangi (Intellectual Property); and Jennie Getsin (FINRA and Blue Sky).