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Multiple firms have advised on the sale of ASX-listed document provider Recall Holdings to Iron Mountain.
Firms: MinterEllison (Iron Mountain); Weil, Gotshal & Manges LLP (US and UK counsel to Iron Mountain); Allens (Recall Holdings); Sidley Austin (US counsel to Recall Holdings)
Value: $3.7 billion
Area: M&A, competition
Key players: The MinterEllison competition team consisted of partner Katrina Groshinksi and senior legal consultant Russell Miller. The corporate team from MinterEllison comprised partners Michael Gajic, Ben Smith and lawyer Annabel Humphreys.
Deal significance: The acquisition was completed by way of a recommended scheme of arrangement through a scrip offer that valued Recall at around $3.7 billion.
Iron Mountain issued 0.1722 of its own shares plus US$0.50 cents in cash for each Recall share and completed a secondary listing of its shares, by way of CDIs, on the ASX, according to a statement from MinterEllison.
Recall shareholders with 5,000 shares or less were given priority access to an alternative all-case consideration of $8.50 per share.
This offer was subject to a pro-ration mechanism that capped the total cash payable to Recall shareholders at $225 million.
In order to gain approval from competition regulators, Iron Mountain agreed to divest portions of Recall’s business in Australia, the US and Canada.
Approval has now been granted by the Australian Competition and Consumer Commission, the US Department of Justice, the Canada Competition Bureau and the UK Competition and Markets Authority.
However, the UK competition review is still ongoing.
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