Bain Capital’s Acquisition of Majority Stake in US LBM

Debevoise & Plimpton acted as legal counsel to Kelso and US LBM, while Kirkland and Ellis LLP served as legal counsel to Bain Capital Private Equity in the transaction.

Bain Capital Private Equity signed a definitive agreement to acquire a majority stake in US LBM, a leading distributor of specialty building materials in the United States. US LBM will continue to operate under the leadership of President and CEO L.T. Gibson and the current management team. Financial terms of the private transaction were not disclosed.

Founded in 2009 with 16 locations in three states, US LBM has grown to be a leading national distributor of specialty building materials operating more than 250 locations. The company’s unique and powerful operating model combines the advantages of its national scale and central team of industry experts with the high service levels, local expertise, entrepreneurial culture and excellent customer relationships of its 37 operating divisions. Since US LBM’s founding, it has grown through acquisitions and has opened more than 30 greenfield locations, including six this year. Kelso & Co. has been the Company’s investment partner since August 2015.

Bain Capital Private Equity has a long history of investments in industrial businesses and is one of the most active investors in the sector in the US and globally. The firm’s global experience across the industrial distribution and building materials sectors includes investments in a wide range of businesses including HD Supply Holdings, Inc., Imperial Dade, Dealer Tire, LLC, Consolis SAS, Ibstock PLC, and MKM Building Supplies.

The transaction is expected to close in December 2020 and is subject to customary closing conditions, including requisite regulatory approvals. Debt financing for the transaction is being led by Barclays and will comprise of a new asset based revolving credit facility and a combination of other new debt financing.

The Debevoise team was led by M&A partners Christopher Anthony and Michael Diz and included associates Carolina de Barros, Katherine Durnan and Victoria Jimenez and law clerks Eli Bienstock, Julia Chen and Elina Sigal, finance partner Scott Selinger, benefits partner Jonathan Lewis and associate David Deutsch, tax partner Michael Bolotin and associate Samuel Krawieczand law clerk Sabrina Hsieh, IP partner Jeffrey Cunard and law clerk Jason LeBlanc and environmental counsel Stuart Hammer.

The Kirkland team was led by transactional partners Christopher Thomas (Picture), Elizabeth Freechack and Eunu Chun and associates Christopher Grady and Mel Kim, and debt finance partners Melissa Hutson and Yuli Wang.

Involved fees earner: Christopher Anthony – Debevoise & Plimpton; Michael Bolotin – Debevoise & Plimpton; Jeffrey Cunard – Debevoise & Plimpton; Carolina de Barros – Debevoise & Plimpton; David Deutsch – Debevoise & Plimpton; Michael Diz – Debevoise & Plimpton; Katherine Durnan – Debevoise & Plimpton; Stuart Hammer – Debevoise & Plimpton; Victoria Jimenez – Debevoise & Plimpton; Samuel Krawiecz – Debevoise & Plimpton; Scott Selinger – Debevoise & Plimpton; Eunu Chun – Kirkland & Ellis; Elizabeth Freechack – Kirkland & Ellis; Christopher Grady – Kirkland & Ellis; Melissa Hutson – Kirkland & Ellis; Mel Kim – Kirkland & Ellis; Christopher Thomas – Kirkland & Ellis; Yuli Wang – Kirkland & Ellis; Jonathan Lewis – Olswang LLP;

Law Firms: Debevoise & Plimpton; Kirkland & Ellis; Olswang LLP;

Clients: Bain Capital Private Equity; Kelso & Company; US LBM;

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Author: Ambrogio Visconti