Hong Kong-based Atlas Corporation, which invests in maritime and energy interests, announced Nov. 1 that it has agreed to be acquired and taken private by a consortium of investors that include its principal stockholders and members of its company management.
The company announced several months ago that it was negotiating with Poseidon Acquisition Corp., the investment consortium which includes Atlas chair David Sokol along with Fairfax Financial Holdings and Ocean Network Express, an international container shipping company.
Under terms of the agreement announced Tuesday, Poseidon will acquire all shares not already owned by Sokol, Fairfax and the Washington family for $15.50 per share, in cash. Fairfax, the Washington family and Sokol currently own 68 percent of Atlas, which has been traded on the New York Stock Exchange as ATCO. The deal comes with a transaction value of about $566 million and an implied enterprise value of $10.9 billion.
Because of the conflicts Atlas appointed a special committee to guide the acquisition. The special committee, headed by Atlas director Nicholas Pitts-Tucker, was advised on finances by Morgan Stanley and on legal matters by Gibson, Dunn & Crutcher and Morris, Nichols, Arsht & Tunnel.
The Gibson team was led from partners Hillary Holmes in Houston and Mark Director in Washington, D.C., along with and partners Shalla Prichard, Andrew Herman, Cynthia Mabry, James Moloney and Chris Haynes, and associates Alexander Orr, Stella Tang, Jonathan Sapp, Benjamin Lefler, Michael Holmes, Gerald Kimani, To Nhu Huynh, Caitlyn Fiebrich and Abby Joens-Witherow. Partners Pamela Endreny and Sandy Bhogal and associate Bridget English are advising on tax aspects. Partners Georg Weidenbach and Judith Alison Lee and associate Jan Vollkammer are advising on antitrust aspects.
Citi is serving as financial advisor to Ocean Network Express and Latham & Watkins LLP is serving as legal advisor with a New York-based team that included David Kurzweil, with associate Julian Azran. New York partners James Gorton, Christopher Cross, and Robert Katz.
Torys is serving as legal advisor to Fairfax, K&L Gates is serving as legal advisor to the Washington family, and Honigman is serving as legal advisor to David Sokol and Poseidon.
Atlas holds two major subsidiaries, Seaspan Corporation and APR Energy. Both are overseen by Bing Chen, president and CEO of Atlas.