Pentair’s $10 Billion Combination with Tyco’s Flow Control Business

On March 28, 2012, Pentair, Inc. and Tyco International Ltd. announced a definitive agreement to combine Tyco’s Flow Control business with Pentair in a tax-free, all-stock merger valued at $10 billion. Cravath represented Pentair in connection with this transaction. Upon completion of the transaction, which has been unanimously approved by the Boards of Directors of both companies, Tyco shareholders will own approximately 52.5% of the combined company and Pentair shareholders will own approximately 47.5%.

The Cravath team included partners Faiza J. Saeed and Thomas E. Dunn and associates Benjamin P. Schaye and Robert Earl Benson on corporate matters; partner Stephen L. Gordon and associates Christopher K. Fargo and Matthew O. Williams on tax matters; partner Eric W. Hilfers, practice area attorney Michael Krasnovsky and associate Kevin E. Manz on executive compensation and benefits matters; partner Matthew Morreale on environmental matters and senior attorney David M. Stuart on regulatory and compliance matters. Justin S. Zaremby also worked on corporate matters.