Clayton Dubilier & Rice, a New York private equity firm, said Wednesday that it has sponsored the $2.6 billion recapitalization of JohnsonDiversey Inc.
Terms call for CD&R to invest $477 million in the commercial cleaning business for a 46% stake, while the Johnson family will maintain a 50% interest in the Racine, Wis., company. Additionally, $1.9 billion of debt has been arranged for JohnsonDiversey as part of the transaction.
Richard Schnall, a partner at CD&R, said JohnsonDiversey is a market-leading company “providing innovative products and services to meet the needs of a world increasingly concerned about health and hygiene.”
JohnsonDiversey generates more than $3 billion in revenues by providing cleaning and related services to Coca-Cola Co., the State of New York and Walgreens, among others.
S. Curtis Johnson will remain chairman of JohnsonDiversey, whereas CD&R operating partner James Berges will act at chairman of the executive committee.
Unilever will retain a 4% stake in the company, after selling down its 33% position for $158 million in cash and $250 million in senior notes that pay 10.5%.
JohnsonDiversey plans to shorten its brand name to Diversey Inc.
Ed Lonergan, chief executive of JohnsonDiversey, said CD&R’s investment provides financial flexibility as well as operating expertise that will enable it to achieve its long-term objectives.
For CD&R, the transaction marks its third in the past year. In August, the firm agreed to invest $250 million in the convertible preferred shares of NCI Building Systems Inc.
Goldman Sachs and Citigroup Global Markets served as financial advisors to JohnsonDiversey, while Jones Day was its legal advisor. Cravath, Swaine & Moore LLP partners Mark Greene and LizabethAnn Eisen represented Unilever, which relied on financial advice from Morgan Stanley bankers Stephen Munger and Benjamin Frost.
Barclays Capital, HSBC Securities (USA) Inc., Natixis, Rabobank Securities and RBC Capital Markets were financial advisors to CD&R, which relied on Debevoise & Plimpton LLP partners Franci Blassberg, David Brittenham, Jonathan Levitsky, Jonathan Lewis and David Schnabel for counsel.