Involvement in the World’s Largest Buyouts

Sullivan & Cromwell has acted in the two largest announced buyouts ever. From 2006 through year-to-date 2008, S&C was involved in five of the top 10 largest announced buyouts in the world (source: Thomson ONE Banker), for a total deal value of approximately US$ 177 billion. These transactions include acting as:

• counsel to BCE in its pending US$ 48.5 billion sale to an investor consortium led by Ontario Teachers’ Pension Plan and Providence Equity Partners—the largest takeover in Canada’s history and the largest buyout transaction ever (2007-2008);
• counsel to TXU in its US$ 45 billion acquisition by an investor consortium led by Kohlberg Kravis Roberts and Texas Pacific Group for US$ 44.4 billion—the largest-ever U.S. utility acquisition and the largest U.S. leveraged buyout in history (2007);
• counsel to HCA management group and the Frist Family (the founding family of one of HCA’s predecessors) in its US$ 32.1 billion sale to Bain Capital, Kohlberg Kravis Roberts, Merrill Lynch Global Private Equity and HCA founder Dr. Thomas F. Frist (2006);
• counsel to the Independent Directors and Strategic Review Committee of First Data in its US$ 29 billion buyout by Kohlberg Kravis Roberts (2007); and
• counsel to Hilton Hotels in its US$ 26.7 billion sale to The Blackstone Group (2007).