Weil Law Firm Advises American Securities on Emerald Performance Materials Acquisition

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American Securities LLC, a leading U.S. private equity firm, announced that it has partnered with management and signed a definitive agreement to acquire Emerald Performance Materials, LLC from an affiliate of Sun Capital Partners, Inc. The transaction is expected to close in the third quarter of 2014 and is subject to customary closing conditions and regulatory approvals. Financial terms of the transaction were not disclosed.


Based in Cuyahoga Falls, Ohio, Emerald is a leading producer and marketer of specialty chemicals for niche consumer and industrial end-markets, which include flavors & fragrances, food & beverage, personal and household care, composites, structural adhesives, coatings, and flooring. The Company’s products enable end users to make goods that perform better through a variety of applications, such as adding color to paint and cosmetics, adding longevity to tires, imparting strength to adhesives and composites, providing scents to perfumes and soaps and preserving soft drinks. Emerald has eight operations and approximately 750 employees.

Candace M. Wagner, President and Chief Financial Officer of Emerald, said, “Over the past several years, we have continued to build a diverse family of market-leading brands, a blue chip customer base and a consistent record of annual revenue growth. We are excited to partner with American Securities as we look to innovate and produce the highest quality products available in the markets we serve, strengthen our operating focus and explore other initiatives to further expand our businesses.”

Scott M. Wolff, Managing Director at American Securities, commented, “Emerald represents a compelling investment opportunity and leverages our industry knowledge and track record in the specialty chemicals sector. We believe Emerald offers attractive growth opportunities, defensible market positions and a diverse portfolio of high quality businesses. We look forward to partnering with the seasoned management team to drive business performance.”

Weil, Gotshal & Manges LLP served as legal counsel to American Securities, and Kirkland & Ellis LLP served as legal counsel to Emerald with respect to the transaction. Lazard and KeyBanc Capital Markets acted as financial advisors to Emerald with respect to the transaction.

About Emerald Performance Materials
Emerald Performance Materials produces and markets technologically advanced specialty chemicals for a broad range of food and industrial applications. Emerald® products play a variety of roles in the products that are consumed and used every day, enabling them to last longer, look, smell, taste or perform better. Emerald products are used in aerospace, food, beverages, cosmetics, toothpaste, household products, paint, tires, automobiles, sports gear and many other applications. Headquartered in Cuyahoga Falls, Ohio, Emerald has four business groups, eight operations and approximately 750 employees. For more information, the company’s website is www.emeraldmaterials.com.

About American Securities LLC
Based in New York with an office in Shanghai, American Securities is a leading U.S. private equity firm that invests in market-leading North American companies with annual revenues generally ranging from $500 million to $2 billion. American Securities and its affiliates have approximately $10 billion under management. American Securities is currently investing from its sixth fund. The firm traces its roots to a family office founded in 1947 to invest and manage a share of the fortune created from the growth of Sears, Roebuck & Co in the early 1900s. More information about American Securities can be found at www.american-securities.com.

The Weil team includes:

Corporate:
Partner Michael Lubowitz (New York)
Associate Ryan Taylor (New York)
Associate Christina DeVuono (New York)
Adam Dilluvio (New York) (not yet admitted to practice)
Adam Templeton (New York) (not yet admitted to practice)

Tax:
Partner Mark Schwed (New York)
Associate Rosemary Morgan (New York)

Financing:
Partner Allison Liff (New York)
Associate Young Lee (New York)
Associate Brandon Cherry (New York)

Antitrust:
Partner Laura Wilkinson (Washington)
Associate Alexis Brown-Reilly (Washington)
Associate Neil Rigby (London)

Employee Benefits:
Partner Paul Wessel (New York)
Associate Joshua Gelfand (New York)
Associate Brian Hamano (New York)

Labor:
Counsel Lawrence Baer (New York)
Associate Valerie Wicks (New York)

Technology & IP Transactions:
Partner Charan Sandhu (New York)
Dennis Adams (New York) (not yet admitted to practice)

Environmental:
Partner Annemargaret Connolly (Washington)
Associate Thomas Goslin (Washington)

Insurance:
Partner Joseph Verdesca (New York)
Associate Gabriel Gershowitz (New York)

Regulatory Compliance:
Associate Timothy Welch (Washington)

Real Estate:
Counsel Elliot Ganchrow (New York)
Associate Anne Catherine Podolsky (New York)


Marcellus Wiley Joins NFL Lawsuit

Marcellus lawfuel

A lawsuit that accuses NFL teams of dispensing narcotics illegally, as well as other drugs to ensure player stay on the field has now been joined by Pro Bowl defender Marcellus Wiley.


The lawsuit extends from 1968-2008 and is currently seeking class action status, contending that team doectors and trainers routinely and often illegally provided powerful narcotics to mask pain on game days.  The lawsuit contends that the narcotics were provided without concern for the players’ long-term health.

“The first thing people ask is, knowing what happened, would you do it again?” said Wiley, currently an ESPN analyst. “No. No I wouldn’t.”  ESPN report.

The lawsuit was originally filed May 20 in U.S. District Court in northern California and amended Wednesday to add 250 more players, bringing the total to 750 plaintiffs. Wiley, who played in Buffalo, San Diego, Dallas and Jacksonville from 1997 to 2006, is the ninth player identified by name, joining former Chicago Bears players Jim McMahon, Richard Dent and Keith Van Horne, ex-center Jeremy Newberry and others.

Among them were the painkillers Percodan, Percocet and Vicodin, anti-inflammatories such as Toradol, and sleep aids such as Ambien. Lead attorney Steven Silverman said some teams filled out prescriptions in players’ names without their knowledge or consent. He said those drugs were then “handed out like candy at Halloween” and often combined in “cocktails.”

NFL spokesman Brian McCarthy said the league had no comment.

The former players have reported a range of debilitating effects, from chronic muscle and bone ailments to permanent nerve and organ damage to addiction. The players contend those health problems came from drug use, but many of the conditions aren’t tied to the use of painkillers.

Six of the plaintiffs in the lawsuit, including McMahon and Van Horne, were also parties to the concussion-related class-action lawsuit filed against the NFL less than a year ago. The NFL agreed to pay $765 million to settle that case — without acknowledging it concealed the risks of concussions from former players. A federal judge has yet to approve the settlement, expressing concern the amount is too small.

Wiley, 39, was not part of the concussion lawsuit, but decided to join former players in this one after suffering partial renal failure in April, despite no history of kidney problems. Wiley said he took “multiple injections” of painkillers over the course of a season to cope with an injury that then-San Diego team physician Dr. Steven Chao diagnosed as a severe groin sprain. After the season, an independent doctor diagnosed a torn abdominal wall that required surgery.

Read more at ESPN

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