Cleary Gottlieb represented Alstom in the completion of its €4.4 billion acquisition of Bombardier Transportation.
On January 29, 2021, Alstom completed the acquisition of 100% of Bombardier Transportation from Bombardier Inc. and Caisse de dépôt et placement du Québec (CDPQ).
The reference price for the acquisition was established at €5.5 billion, at the bottom of the range of €5.5 billion to €5.9 billion communicated on the signing of the share purchase agreement relating to said acquisition on September 16, 2020. The proceeds for the acquisition were established at €4.4 billion, which include the impact of the minimum cash adjustment mechanism based on a negative net cash position of Bombardier Transportation as of December 31, 2020, and other further contractual adjustments, for an amount of €1.1 billion.
The transaction creates a global mobility leader, with a combined pro forma revenue of around €15.7 billion and a €71.1 billion combined backlog. The combined group employs 75,000 people worldwide in 70 countries, has unparalleled R&D capabilities and a complete portfolio of products and solutions.
The acquisition was financed, inter alia, through Alstom’s rights issue of around €2 billion completed on December 7, 2020, and by the reserved capital increases to the benefit of affiliates of CDPQ and Bombardier Inc., in total amounts, respectively, of €2.6 billion and €500 million completed on January 29, 2021, as part of the completion of the acquisition. Cleary advised Alstom in connection with these capital increases.
CDPQ becomes Alstom’s main shareholder with 17.5% of the share capital and is committed to a long-term shareholder approach with a strong track record of investing in infrastructure and transport assets. Bouygues now holds approximately 6% of Alstom’s share capital.