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Simpson Thacher Advises Consortium of Investors on $11.3 Billion SunGard Deal

04.01.05

On March 28, 2005 SunGard Data Systems and a consortium of seven leading private equity investment firms announced that they had executed a definitive agreement under which the consortium will acquire SunGard in a transaction valued at approximately $11.3 billion. The acquiring consortium was organized by Silver Lake Partners and includes Bain Capital, The Blackstone Group, Goldman Sachs Capital Partners, Kohlberg Kravis Roberts & Co. L.P., Providence Equity Partners and Texas Pacific Group. Under the terms of the agreement, SunGard stockholders will receive $36 in cash for each share of SunGard common stock they hold. SunGard's existing bonds in the principal amount of $500 million will remain outstanding. The transaction is expected to be completed in the third quarter of 2005, subject to receipt of stockholder approval and customary regulatory approvals as well as satisfaction of other customary closing conditions.

Simpson Thacher advised the consortium of private equity firms and also advised Blackstone and KKR individually. James Cross, David Eisenberg, Ed Tolley, Richard Fenyes and Jennifer Hobbs represented the consortium on the financing for the transaction, and Casey Cogut advised the consortium on corporate matters. Alvin Brown, Wilson Neely, David Sorkin, Steve Todrys and Andrew Smith represented consortium partners Blackstone and KKR and also advised the consortium. Ropes & Gray acted as consortium co-counsel for corporate matters. The transaction has been described as the largest leveraged buyout since KKR's acquisition of RJR.