In one of the most significant SPAC deals this year, Ardagh Group S.A. agreed to combine its metal packing affiliate with Gores Holdings V, a special acquisition affiliate of Los Angeles-based Gores Holdings.
The deal involves $525 million in cash from Gores V and an additional $600 million in private placements. The resulting company, Ardagh Metal Packaging — already one of the world’s largest suppliers of recyclable beverage cans — is already valued at $8.5 billion, or about 10.5x the company’s projected 2022 adjusted EBITDA.
Weil Gotshal & Manges represented Gores V and Shearman & Sterling advised Ardagh, headquartered in Luxembourg, but both firms leaned on a few lawyers from Texas.
The Shearman team was led New York partner Clare O’Brien and Dallas-based M&A partner Alain Dermarkar. Citi Group was involved as financial advisor to Ardagh and was joint lead placement agent for the PIPE.
The Weil team was led from Silicon Valley by partner Kyle Krpata. The team included Dallas-based M&A partner James Griffin and associate Wei Xu, also of Dallas. Deutsche Bank Securities Inc. and Morgan Stanley & Co. LLC are acting as financial advisors and capital markets advisors.
Under the agreement, Ardagh S.A. will retain an 80% interest in the new company, AMP. Aside from the $1.15 billion in Tuesday’s transaction, the new company is pledged to raise an additional $2.3 billion in new debt to be paid to Ardagh for the 10% acquired by Gores and the 10% acquired by the private PIPE investors.
Ardagh will continue to hold its 100% interest in its glass packaging business and its 42% interest in Trivium Packaging BV, a metal container and packaging supplier for a variety of foods and beverages. Trivium’s US operations are headquartered in Sparks, Nevada.