Shearman & Sterling advised Fortistar LLC and PERC Holdings 1 LLC, a newly-formed company owned by a consortium led by Fortistar LLC, in connection with an arrangement agreement for, and debt and equity commitments for, the acquisition of all of the outstanding common shares of Primary Energy Recycling Corporation. The total consideration for the transaction will be $5.40 per common share. The $215 million senior secured facility will be arranged by Investec USA Holdings Corp., with the balance through equity commitments from Fortistar and its partners, including John Hancock Life Insurance Company (U.S.A.) and Prudential Capital Group. Following completion of the Arrangement, the Common Shares of Primary Energy Recycling Corporation will be de-listed from the TSX and no longer traded publicly.
The Shearman & Sterling team included partners Howard Steinberg (New York-Project Development & Finance), Patricia Hammes (Washington, DC-Project Development & Finance), Robert Freedman (New York-Project Development & Finance), W. Jeffrey Lawrence (New York-Mergers & Acquisitions), Doug McFadyen (New York-Tax), Jessica Delbaum (New York-Antitrust), and Doreen Lilienfeld (New York-Compensation, Governance & ERISA); counsel Jeff Salinger (New York-Environmental), Tom Majewski (New York-Investment Funds), and Jason Pratt (New York-Environmental); and associates Stephanie Monastra (New York-Compensation, Governance & ERISA), Kelly Karapetyan (New York-Antitrust), Jacob Bitton (New York-Investment Funds), Ali Hassanali (New York-Corporate) and Monica Lamb (New York-Project Development & Finance).