The Firm is representing J.P. Morgan Asset Management and Water Asset Management, L.L.C. (together, the “Partnership”), in their cash acquisition of SouthWest Water Company ("SouthWest"), a NASDAQ traded company. Under the terms of the agreement, SouthWest shareholders will receive $11.00 per share in cash for each SouthWest share they own, for a total of approximately $275 million in cash. After taking into account SouthWest’s outstanding debt, the transaction represents a total enterprise value of approximately $427 million.
Completion of the acquisition is subject to customary closing conditions, including approval of SouthWest’s shareholders and various regulatory agencies.
Prior to the closing of the acquisition, members of the Partnership will invest approximately $16 million in 2.7 million newly issued SouthWest shares under a private placement.
SouthWest provides a broad range of operations, maintenance and management services, including water production, treatment and distribution; wastewater collection and treatment; customer service; and utility infrastructure construction management. SouthWest owns regulated public utilities and also serves cities, utility districts and private companies under contract.
The Simpson Thacher team includes: Alan Klein, Kevin Lehpamer, Jennifer Cheng, Jason Breen, Daeyna Grant, Swati Lohia and Viktor Sapezhnikov (M&A); Alan Brenner (Credit); Gregory Grogan, Beth Understahl, Eric Sarabia and Stephanie Mash (Executive Compensation and Employee Benefits); Jenifer Marsh (Tax); Krista McManus and Whitney Roland (Real Estate); Ihsan Dogramaci (Litigation); Adeeb Fadil (Environmental); Marcela Robledo (Intellectual Property); and Scott Dyer (Labor).