Shearman & Sterling Advises CPPIB on Financing for Acquisition of Tomkins Unit

Shearman & Sterling advised Canada Pension Plan Investment Board (CPPIB) in connection with its $1.1 billion acquisition of the Air Distribution division of Tomkins (Air Distribution). Along with Onex, a leading private equity firm, CPPIB has jointly owned Tomkins since 2010.

Air Distribution is the leading North American manufacturer of products that are used to distribute, recycle and vent air and which are critical components of Heating, Ventilation and Air Conditioning (HVAC) systems within non-residential and residential buildings. The company designs and manufactures a broad range of products, including grilles, registers, and diffusers, terminal units, fire and smoke dampers, louvers, filters, and fans for customers primarily throughout North America.
Tomkins is an industrial holding company that operates a number of businesses serving the general industrial, automotive and construction markets around the globe. Its core business, Gates, is a leading manufacturer of power transmission belts and hydraulic hoses for the industrial and automotive aftermarket.

Onex is a private equity firm that manages investment platforms focused on private equity, real estate and credit securities. In total, the company manages approximately $14 billion, of which $9 billion is third-party capital. Onex invests its approximately $5 billion of proprietary capital directly and as a substantial limited partner in its Funds.

CPPIB is a professional investment management organization that invests the funds not needed by the Canada Pension Plan to pay current benefits on behalf of 18 million Canadian contributors and beneficiaries. CPPIB invests in public equities, private equities, real estate, inflation-linked bonds, infrastructure and fixed income instruments. Headquartered in Toronto, with offices in London and Hong Kong, CPPIB is governed and managed independently of the Canada Pension Plan and at arm’s length from governments.

The Shearman & Sterling team included partners Patricia Hammes (New York-Project Development & Finance), Joshua Thompson (New York-Finance), Don J. Lonczak (Washington, DC-Tax), and Malcolm Montgomery(New York-Real Estate); counsel Benjamin Cheng (New York-Finance); associates Paul Epstein (New York-Project Development & Finance), Ranbir Chowdhary (New York-Project Development & Finance), Lisha Li (New York-Project Development & Finance), Alykhan Kurji (New York-Intellectual Property Transactions), Michael Jokic (New York-Intellectual Property Transactions), Elizabeth Martialay (New York-Real Estate), Nathan Tasso (New York-Tax), and Timothy Hanson (New York-Executive Compensation & Employee Benefits); and international associate Nicolas De Clerq (New York-Project Development & Finance).

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