November 15, 2010 1:01 PM

Mayer Brown, Howrey, Sidley Lead for Caterpillar on $7.6 Billion Bucyrus Buy

Posted by Brian Baxter

Caterpillar relied on a trio of Am Law 100 firms to advise the company on its $7.6 billion acquisition of mining equipment manufacturer Bucyrus International. Bucyrus turned to two of its own top legal advisers for the all-cash transaction, which when including debt, is valued at $8.6 billion.

Mayer Brown M&A partners John Sagan and William Kucera in Chicago took the lead advising Peoria, Ill.-based Caterpillar along with corporate associates Andrew Noreuil, Rachel Spehler, and Joseph Hable. Last month Mayer Brown advised Caterpillar on its $810 million acquisition of German engine maker MWM Holding. In June, Caterpillar tapped the firm for counsel on its $820 million purchase of locomotive maker Electro-Motive Diesel. Mayer Brown's relationship with the company began in 2004.

Howrey vice-chair Sean Boland, who cochairs the firm's antitrust practice, also advised Caterpillar on the Bucyrus deal along with antitrust partners Paul Cuomo, C. Scott Hataway, Goetz Drauz, and Stephen Mavroghenis. The firm has previously handled litigation work for the company.

Sidley Austin corporate partner Paul Choi and banking and finance partner Michael Gold also advised Caterpillar along with associates Michael Heinz and Kenneth Bellaire.

James Buda, Caterpillar's general counsel, led an in-house legal team working on the deal that included deputy general counsel Christopher Spears and senior corporate counsel Seth Prager. The deal is expected to bolster Caterpillar's capacity in the mining equipment business, as Bucyrus specializes in the production of heavy-duty extraction equipment.

Bucyrus turned to Sullivan & Cromwell M&A partners Scott Miller and Eric Krautheimer. (Miller was named an Am Law Daily Dealmaker of the Week in January 2009 for his role advising Fiat on the Italian automaker's acquisition of ailing Chrysler.)

Miller and Krautheimer led an S&C team that included tax partner David Spitzer and employee benefits partner Matthew Friestedt advising Bucyrus, which has been a longtime client of the firm. S&C represented the company almost a year ago when Milwaukee-based Bucyrus spent $1.3 billion to acquire the mining equipment subsidiaries of Terex Corporation. (Click here to see S&C partner Frank Aquila discuss the deal in greater depth with Bloomberg TV.)

Arnold & Porter antitrust partner Richard Rosen, antitrust counsel G. Axel Gutermuth, and associate Julie Goshorn are serving as antitrust and competition counsel to Bucyrus. The firm handled antitrust approvals of Bucyrus's acquisition of Terex's mining equipment business earlier this year.

Bucyrus's general counsel is James Robinson IV. Caterpillar's new mining equipment unit will remain based in Bucyrus's current home of South Milwaukee, Wis. The company was originally founded in Bucyrus, Ohio, and made its name manufacturing large-model excavation equipment, such as Big Muskie, once the largest earth-moving machine in the world before it was disassembled in 1999.

Pending regulatory approvals, Bucyrus's acquisition by Caterpillar is expected to close by mid-2011.

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