Davis Polk, Hengeler Mueller, Cyril Amarchand Mangaldas (CAM), Ashurst Perkins Coie and Khaitan & Co. advised on Cerberus’ acquisition of Goodwin’s Mechanical Engineering Division.
Cerberus Capital Management, L.P., together with its affiliates, agreed to acquire a substantial part of the Mechanical Engineering Division of Goodwin plc, a UK-listed heavy engineering company with global operations, for up to approximately £1.1 billion, subject to customary purchase price adjustments.
The businesses being acquired include Goodwin Steel Castings Limited, Goodwin International Limited, Noreva GmbH, Easat Group and the Pump Division.
The transaction is expected to be completed in the first quarter of 2027, subject to receipt of required regulatory approvals and satisfaction of other customary closing conditions.
Davis Polk & Wardwell LLP advised Cerberus Capital Management as principal legal adviser.
The corporate team included partners William J. Chudd and Will Pearce, counsel William Tong and associate Gilbert Lim. Partner Nikolaus Caro and associate K. Oliver H. Schauman provided sponsor finance advice. Partner Pritesh P. Shah and counsel Brette L. Trost provided intellectual property and commercial transactions advice. Partner Matthew Yeowart provided antitrust advice. Partner Dominic Foulkes provided tax advice.
Hengeler Mueller is advising Cerberus on the German aspects of the transaction. The transaction team team comprised-
Corporate/M&A- Marika Öry (both lead), Dirk H. Bliesener (all partner), Maximilian Kunzelmann (senior associate), Lukas König (associate, all Frankfurt),
Financing- Henning Hilke (partner), Simon Tänzer (senior associate, beide Frankfurt),
Tax- Sebastian Adam (Partner), Marius Marx (counsel, both Frankfurt),
Public Law/Regulatory- Michael Schramm (Partner), Barbara Boytinck (senior associate, both Düsseldorf),
Antitrust- Philipp Otto Neideck (Partner), Daniel Higer (senior associate, both Düsseldorf),
Employment- Christian Hoefs (Partner), Andreas Kaletsch (senior associate, both Frankfurt),
IP/IT- Matthias Rothkopf (Partner, Düsseldorf), Róża Grzybowska (senior associate, Berlin), Fabian Krome (associate, Düsseldorf).
CAM advised Cerberus Capital Management, L.P. (together with its affiliates, “Cerberus”) on the Indian legal aspects, alongside Davis Polk & Wardwell LLP.
The transaction was led by Senior Partner Iqbal Khan and Partner Ashid Basheer, with support from Principal Associate Pranav Tolani, Senior Associate Pranav Bajaj, and Associates Ishaan Kulshrestha and Pratham Shah.
Partner and Head – Competition Avaantika Kakkar, with support from Principal Associate Rajat Sharma, advised on competition aspects of the transaction.
Partner Harsha Sudhindra, with support from Director – Real Estate Esther Joshua Philip and Associate Sruthi Ramesh, advised on real estate aspects of the transaction.
Partner Ankita Ray, with support from Senior Associate Soumyashree Chowdhury and Associate Saksham Kumar, advised on employment aspects of the transaction.
Partner Kunal Savani, with support from Consultant Vaibhav Zaveri, advised on tax aspects of the transaction.
Ashurst Perkins Coie advised Goodwin PLC on this transaction.
The cross-border team is being led by Corporate Partners Tom Mercer and Hayley Gow, with Senior Associates Lottie White, Alicia Ingham, Louise Chan and Colin Bugler, assisted by Associates Dominic Armstrong, Patrick Chambers, Amelia Howison and Trainee Millie McElroy. Partner Duncan Liddell, senior associate Olivia Spong and associate Florence Chan are advising on competition matters, and partners Nicholas Gardner and Patricia Allen, supported by senior associates Ben Doeh, Euan Mills, and associates Hugh Riisfeldt, Beth Sercombe, and Natalie Gunner are advising on tax aspects.
Real estate advice is being provided by partner Todd Wu, senior associate Jack Davies, and associates Rebecca Moore and Nic Sloan, while partner David Futter, senior associate Tom Brookes and associates Matthew Vine and Nilesh Ray, are advising on commercial contracts. Partner Ruth Buchanan, assisted by associates Katharine Foster and Elizabeth Melsom, is advising on employment matters and partners Tim Rennie and Kerion Ball, with associates Olivia Oliff, Izhak Goldstein, Nico Lykiardopoulos are advising on financial aspects.
The Australia based team comprises corporate partner Kylie Lane and senior associate Cameron Huson, IP partner Anita Cade and senior associates Emily McCracken and Imogen Loxton and competition partner John McKellar. The German team comprises corporate partner Stefan Bruder, senior associate Anne Krafft and associate Maylin Heinrich, and tax counsel Miriam Staatz. The Asia corporate team includes Shanghai-based partner Michael Sheng, counsel Derek Wang, and associate Chloe Xiang, and Seoul based partner Jeongtaek Kim and associate Hyuck Jin Lee.
Khaitan advised Goodwin on the Indian legal aspects of the said transaction.
