Overview
International law firm McDermott Will & Emery represented Heritage-Crystal Clean, Inc. (Nasdaq: HCCI) (“Crystal Clean”) on its definitive merger agreement to be acquired by an investment affiliate of J.F. Lehman & Company in an all-cash transaction that values Crystal Clean at approximately $1.2 billion.
Under the terms of the merger agreement, J.F. Lehman & Company will acquire all the outstanding shares of Crystal Clean for $45.50 per share in cash. The purchase price represents a premium of approximately 24.9% to Crystal Clean’s 60-day volume-weighted average price on July 19, 2023. The merger agreement also provides for a “go-shop” provision under which Crystal Clean and its Board of Directors may actively solicit, receive, evaluate and potentially enter negotiations with parties that offer alternative proposals during a 35-day period following the execution date of the definitive agreement, expiring at 11:59 p.m. Eastern Time on August 23, 2023.
Crystal Clean provides parts cleaning, used oil re-refining, hazardous and non-hazardous waste disposal, emergency and spill response, and industrial and field services to vehicle maintenance businesses, manufacturers and other industrial businesses, as well as utilities and governmental entities.
J.F. Lehman & Company is a leading private equity investment firm focused on the aerospace, defense, maritime and environmental sectors. Headquartered in New York, NY, the firm currently has approximately $4.5 billion of assets under management.
McDermott’s team was led by partners Heidi Steele, Ann Marie Brodarick and David Lipkin, and included partners Anh Lee and Sunyi Snow with associates Jack Beauchamp, Ryan Forman, Delaney Prunty and Nicole Briody.
About McDermott
McDermott Will & Emery partners with leaders around the world to fuel missions, knock down barriers and shape markets. Our team works seamlessly across practices and industries to deliver highly effective solutions that propel success. More than 1,400 lawyers strong, we bring our personal passion and legal prowess to bear in every matter for our clients and the people they serve.
