The Firm is representing Drummond Company, Inc. and its affiliates (“Drummond”) in connection with the creation of its joint venture with ITOCHU Corporation. Drummond has agreed to contribute its Colombian mining operations and related transportation infrastructure to Drummond International, LLC, a newly-formed entity, and Drummond International has agreed to issue equity interests representing 20% of its outstanding equity to a wholly-owned subsidiary of ITOCHU in exchange for approximately $1.5235 billion, subject to certain purchase price adjustments. Following consummation of the transaction, Drummond will own 80% of the outstanding equity interests in Drummond International and ITOCHU will own the remainder. The transaction is subject to customary terms and conditions and is expected to close late summer or early fall.
Drummond is principally engaged in the business of mining, purchasing, processing and selling coal, with significant operations in both Colombia and the United States. Drummond also has significant coke and real estate operations. ITOCHU is a Japanese company which engages in domestic trading, import/export and overseas trading of various products as well as business investments in Japan and overseas.
The Simpson Thacher team for the transaction includes Ken Wallach, S.J. Gagliardi, Sunny Cheong, Joia Lee and Matt Rogers (M&A), Steven Todrys and Amie Broder (Tax), David Vann, Arman Oruc, Etienne Renaudeau and Rawia Ashraf (Antitrust), Brian Steinhardt (Credit), Adeeb Fadil (Environmental), Greg Grogan (Executive Compensation and Employee Benefits), Scott Dyer (Labor) and Krista McManus (Real Estate). David Sneider and Samuel Porter in the Firm’s Tokyo office also provided invaluable assistance. Paralegal Eric Olson also provided invaluable assistance.