Grupo FerroAtlántica’s Combination Agreement with Globe Specialty Metals

On February 23, 2015, Grupo FerroAtlántica, a world‑leading producer of silicon metal, silicon alloys and ferroalloys, and Globe Specialty Metals, Inc., one of the largest and lowest‑cost global silicon metal and silicon‑based alloy producers, announced they have entered into a definitive agreement under which the two companies will combine in an all‑stock transaction to create a leading international silicon and specialty metals producer. The new combined company will have a combined enterprise value of approximately $3.1 billion. FerroAtlántica is wholly owned by Grupo Villar Mir, one of Spain’s largest private companies.

Cravath represented Grupo Villar Mir and Grupo FerroAtlántica in connection with this transaction. The transaction is subject to customary closing conditions, including regulatory approvals in the U.S. and other jurisdictions, and is expected to close in the fourth quarter of 2015.

The Cravath team was led by partner Richard Hall and included associates W. Lee Johnston, Maya A. Rosenthal‑Larrea, David P. Willard, Jose A. Aleman, David J. Benhamou, Paolo Bernasconi and foreign associate attorney Lionel Ripamonti on corporate matters; partner J. Leonard Teti II and senior attorney Andrew Carlon on tax matters; partner Eric W. Hilfers and associates Jonathan J. Katz and Julia L. Onorato on executive compensation and benefits matters; partner Christine A. Varney, practice area attorney Robin C. Landis, associate Margaret Segall D’Amico and foreign associate attorney Jose M. Fernandez de la Mela on antitrust matters; and senior attorney Annmarie M. Terraciano on environmental matters. Maria Rita Sobral also worked on corporate matters and Richard Bohm also worked on tax matters.