In the News The Am Law Daily

Greenberg Traurig, Kirkland Spark Yankee Candle Sale

Consumer product conglomerate Jarden Corporation is buying scented-candle maker Yankee Candle Company from its majority owner Madison Dearborn Partners for about $1.8 billion. Greenberg Traurig is advising Jarden, while Kirkland & Ellis is representing Yankee Candle and Madison Dearborn.

South Deerfield, Massachusetts–based Yankee Candle, which boasts a selection of candles in more than 150 fragrances, adds another well-known name to Jarden's portfolio of consumer brands—one that includes Ball jars, Bicycle playing cards, Mr. Coffee, and Rawlings. Yankee Candle owns and operates more than 560 retail stores in the United States and Canada, while also selling its wares through a wholesale network in more than 35,000 locations.

Rye, New York–based Jarden is paying $1.75 billion in cash for the target, along with up to $55 million in additional cash payments that are contingent on performance. The deal, announced Tuesday, is expected to close early in the fourth quarter, pending regulatory approval.

Yankee Candle’s sale is part of a string of transactions to light up the M&A market and keep Am Law attorneys busy on the heels of the Labor Day holiday. On Monday, Verizon Communications said it would pay $130 billion for Vodafone's 45 percent interest in joint venture Verizon Wireless, while Microsoft on Tuesday announced that it would buy Nokia's handset and services business for about $7.2 billion.

Madison Dearborn, which paid $1.4 billion for Yankee Candle in a 2006 take-private deal, floated the idea of selling the candlemaker earlier this year, but pulled back after failing to garner offers topping its $2 billion asking price, according to Reuters. Then, in June, Yankee Candle also abandoned a plan to use a bank loan to refinance its debt and pay a $187 million dividend to Madison Dearborn over fears that the Federal Reserve could scale back its bond purchasing program.

Greenberg Traurig is representing Jarden on the purchase with a team led by Chicago-based corporate and securities shareholders Gary Silverman, Fred Blakeslee II, and Peter Lieberman. Corporate and securities shareholder Frank Adams, tax shareholder Robert Simon, and antitrust shareholder Stephen Tupper are also advising along with associate Zachary Schlichter and law clerk Mark Sweeney.

Silverman—who joined Greenberg Traurig after spending seven years with Kaye Scholer—previously advised Jarden on its 2010 acquisition of Mapa Spontex, for roughly $500 million, as well as its 2007 purchase of fishing products company Pure Fishing, for about $400 million, while at Kaye Scholer. In 2003, while with Kirkland & Ellis, Silverman helped Jarden complete its $108 million purchase of household products manufacturer Diamond Brands.

Jarden's general counsel is former Sullivan & Cromwell attorney John Capps.

Madison Dearborn and Yankee Candle are being advised by a Kirkland & Ellis team led by corporate partner Michael Paley and tax partner Rachel Cantor in Chicago, and by Los Angeles–based corporate partner Tana Ryan. The firm regularly works with Madison Dearborn, including on the private equity firm's 2006 acquisition of Yankee Candle, and advised on last year's $1.24 billion sale of BWAY Holding Company to Platinum Equity. Kirkland also represented Yankee Candle with respect to a $300 million dividend the company paid to Madison Dearborn in 2011.

Former Kirkland partner Mark Tresnowski is a managing director and general counsel for Madison Dearborn, having joined the private equity firm in 2005.