Simpson Thacher is representing Ingersoll-Rand plc (NYSE: IR) in connection with the sale of a majority interest in its Hussmann Stationary Refrigerated Display Case business to affiliates of Clayton, Dubilier & Rice, LLC. Under the terms of the transaction, Ingersoll-Rand will receive aggregate consideration of approximately $370 million and retain a significant equity stake in the business. Immediately following the closing of the transaction, CD&R will own cumulative convertible participating preferred stock of a newly formed entity which will hold the business, initially representing 60% of the outstanding capital stock on an as-converted basis of such entity, and Ingersoll-Rand (or its affiliates) will own common stock, representing the remaining 40% of the outstanding capital stock on an as-converted basis of such entity. The transaction is subject to the completion of certain restructuring transactions and other customary conditions to closing.
Ingersoll-Rand’s Hussmann Stationary Refrigerated Display Case business manufactures refrigerated display case equipment for a variety of customers, including supermarkets, mass merchants, warehouse clubs, convenience stores, drug stores and foodservice establishments.
The Simpson Thacher team includes Mario Ponce, Atif Azher, Chase D’Agostino and Jim Cross (M&A), Alvin Brown and Stephanie Mash (Executive Compensation and Employee Benefits), Sean Austin and Drew Purcell (Tax), Lori Lesser and Marcela Robledo (Intellectual Property), Adeeb Fadil and Noreen Lavan (Environmental), Marissa Wesely, Rise Norman and Shane Fuhrman (Financing) and Krista McManus (Real Estate).