Kronos Incorporated’s $22 Billion Merger With Ultimate Software

Goldman Sachs & Co. LLC acted as exclusive financial advisor to Ultimate Software, and Stroock & Stroock & Lavan LLP provided legal counsel. Qatalyst Partners acted as financial advisor to the investor group, Simpson Thacher & Bartlett served as legal counsel to Hellman & Friedman and Kirkland & Ellis advised Blackstone on the transaction.

The proposed merger will form one of the world’s largest cloud companies, bringing together two industry leaders and creating the world’s most innovative human capital management and workforce management company to help organizations across all industries manage their people more effectively with an unparalleled combination of cloud solutions.

The transaction is expected to close at the end of March 2020, resulting in a combined company which will have revenues of approximately $3 billion, more than 12,000 employees worldwide and an enterprise value of $22 billion.

Hellman & Friedman LLC (“H&F”), the controlling shareholder of both Kronos and Ultimate, will be the controlling shareholder of the newly formed company. Following H&F, private equity funds managed by Blackstone will be the largest minority investor, followed by GIC, Canada Pension Plan Investment Board and JMI Equity.

Kronos Incorporated is a U.S.-based multi-national workforce management and human capital management cloud provider headquartered in Lowell, Massachusetts, United States.

Founded in 1990, Ultimate is a leading global provider of cloud-based human capital management and employee experience solutions, with more than 51 million people records in the cloud.

Blackstone is one of the world’s leading investment firms. The asset management businesses, with $571 billion in assets under management, include investment vehicles focused on private equity, real estate, public debt and equity, growth equity, opportunistic, non-investment grade credit, real assets and secondary funds, all on a global basis.

Founded in 1984, Hellman & Friedman (H&F) is a leading private equity firm focused on market-leading firms with growth potential. H&F has offices in San Francisco, New York and London.

The Simpson Thacher team included Atif Azher, Naveed Anwar, Simon Chiu, Sangitha Palaniappa, Christopher Sun, Megan Whitman and William Perrone (M&A); David Rubinsky, Jeannine McSweeney, Monisha Bhayana and Caitlin Fitzgerald (ECEB); Brian Steinhardt and Benjamin Persina (Credit); Tom Wuchenich, Robert Guo and Estell Lee (Funds); William Brentani, Karen Reyes and Paul Clatterbuck (Capital Markets); Marcela Robledo (IP); Katharine Moir and Tyler Robbins (Tax); and Tim Mulvihill (Environmental).

The Kirkland team included corporate partners Leo Greenberg (Picture), Laura Sullivan, Andy Fleischman and associates Seth Genende and Nate Sherman; antitrust and competition partners Ian John and Carla Hine and associate Evan Turnage; and tax partners Dean Shulman and Adam Kool.

Involved fees earner: Andy Fleischman – Kirkland & Ellis; Seth Genende – Kirkland & Ellis; Leo Greenberg – Kirkland & Ellis; Carla Hine – Kirkland & Ellis; Ian John – Kirkland & Ellis; Adam Kool – Kirkland & Ellis; Nathan Sherman – Kirkland & Ellis; Dean Shulman – Kirkland & Ellis; Laura Sullivan – Kirkland & Ellis; Evan Turnage – Kirkland & Ellis; Naveed Anwar – Simpson Thacher & Bartlett; Atif Azher – Simpson Thacher & Bartlett; Monisha Bhayana – Simpson Thacher & Bartlett; William Brentani – Simpson Thacher & Bartlett; Simon Chiu – Simpson Thacher & Bartlett; William Paul Clatterbuck – Simpson Thacher & Bartlett; Jung Eun Lee – Simpson Thacher & Bartlett; Robert Guo – Simpson Thacher & Bartlett; Jeannine McSweeney – Simpson Thacher & Bartlett; Katharine Moir – Simpson Thacher & Bartlett; Timothy Mulvihill – Simpson Thacher & Bartlett; Sangitha Palaniappa – Simpson Thacher & Bartlett; William Perrone – Simpson Thacher & Bartlett; Benjamin Persina – Simpson Thacher & Bartlett; Karen Reyes – Simpson Thacher & Bartlett; Tyler Robbins – Simpson Thacher & Bartlett; Marcela Robledo – Simpson Thacher & Bartlett; David Rubinsky – Simpson Thacher & Bartlett; Brian Steinhardt – Simpson Thacher & Bartlett; Christopher Sun – Simpson Thacher & Bartlett; Megan Whitman – Simpson Thacher & Bartlett; Thomas Wuchenich – Simpson Thacher & Bartlett;

Law Firms: Kirkland & Ellis; Simpson Thacher & Bartlett;

Clients: Blackstone; Hellman & Friedman;