Atlas Technical Consultants Inc., an Austin provider of infrastructure and environmental solutions, announced Jan. 31 that it agreed to be acquired by private investment firm GI Partners in an all-cash transaction valued at around $1.05 billion, including outstanding debt.
Under the terms of the transaction, Atlas shareholders will receive $12.25 per share in cash, which represents a premium of about 124 percent over the company’s closing share price of $5.47 on Jan. 30.
When the deal closes, which is expected in the second quarter if it clears shareholders and regulators, Atlas’ shares will no longer trade on Nasdaq and Atlas will become a private company.
Affiliates of Bernhard Capital Partners, which own around 43 percent of the outstanding Atlas common stock, entered into a voting agreement supporting the transaction.
Kirkland & Ellis advised Atlas led by corporate partners Bill Benitez in Houston, Robert Goodin in Austin and Camille Walker in Houston.
The team included corporate associates Blake Longoria, Gabrielle Sumich, Alexiz Magro-Malo, Brick Christensen and Claire Wolf, capital markets partners Michael Rigdon and Billy Vranish, tax partners Mark Dundon and Joe Tobias and executive compensation partners Stephen Jacobson and Stephen Brecher. All the team members are in Texas except for Brecher, who is in New York.
Benitez and Dundon as well as debt finance partner Lucas Spivey advised Bernhard when it combined Moreland Altobelli Associates, Pavetex Engineering and Engineering Testing Services into Atlas in 2017.
Potter Anderson & Corroon also counseled Atlas. Ropes & Gray assisted GI Partners.
BofA Securities served as the financial advisor to Atlas.
Brian Ferraioli, executive chairman of the board of Atlas, said in a statement that he believes the deal will deliver immediate and certain cash value to Atlas shareholders at a significant premium. “The board’s decision follows careful evaluation of the transaction and a comprehensive review of value creation opportunities for Atlas,” he said.
CEO L. Joe Boyer said since Atlas’ 2017 founding, the company has built one of the largest pure-play professional and technical services businesses serving infrastructure and environmental markets in the U.S.
“Our partnership with GI Partners represents a new and exciting chapter for our employees and our customers,” he said. “We are aligned in delivering exceptional service and helping our clients design and complete infrastructure projects that improve their communities.”
Founded in 2001, GI Partners is a private investment firm with more than 140 employees and offices in San Francisco, New York, Dallas, Chicago, Greenwich, Scottsdale and London. The firm has assets under management totaling $35 billion and invests on behalf of leading institutional investors around the world through its private equity, real estate and data infrastructure strategies.