Birch Hill’s C$725 Million Acquisition of Chemicals Business from Superior Plus

Torys LLP represented Birch Hill in the transaction.

On February 18, 2021, Superior Plus Corp. (TSX: SPB) announced that its subsidiary, Superior Plus LP, entered into a definitive agreement with Birch Hill Equity Partners (“Birch Hill”) to sell its specialty chemicals business, operating as ERCO Worldwide, for total consideration of C$725 million. Under the terms of the transaction, Superior will receive C$600 million in cash proceeds from Birch Hill, and C$125 million in the form of a 6% unsecured note issued by an affiliated entity of Birch Hill that is acquiring ERCO.

The transaction, which has been approved by Superior’s Board of Directors, is expected to close in the first or second quarter of 2021, subject to customary closing conditions.

ERCO is focused largely on the production and supply of in-organic products along with technology for the production of chlorine dioxide.

Birch Hill is a Canadian mid-market private equity firm with over C$4 billion in capital under management.

Superior consists of two primary operating businesses: Energy Distribution includes the distribution of propane and distillates, and Specialty Chemicals includes the production and distribution of specialty chemicals products.

The Torys team included Laurie Duke (Picture), Heding Yang, Brody Appotive and Claire Chapman (corporate/M&A), Amanda Balasubramanian and Jacob Weinstock (financing), Mitch Frazer, Zahava Blumenthal, Brad Tartick and Krupa Kotecha (pensions and employment), Michael Fortier (environmental), Omar Wakil and Christopher Caparelli (competition), Yolande Dufresne (IP), Sabrina Gherbaz, Leslie Blumer and Alex Tanenbaum (real estate), Richard Johnson, Peter Keenan, Ari Feder and Tamara Jewett (tax).

Involved fees earner: Brody Appotive – Torys LLP; Amanda Balasubramanian – Torys LLP; Zahava Blumenthal – Torys LLP; Leslie Blumer – Torys LLP; Christopher Caparelli – Torys LLP; Claire Chapman – Torys LLP; Yolande Dufresne – Torys LLP; Laurie Duke – Torys LLP; Ari Feder – Torys LLP; Michael Fortier – Torys LLP; Mitch Frazer – Torys LLP; Sabrina Gherbaz – Torys LLP; Tamara Jewett – Torys LLP; Richard Johnson – Torys LLP; Peter Keenan – Torys LLP; Krupa Kotecha – Torys LLP; Alex Tanenbaum – Torys LLP; Brad Tartick – Torys LLP; Omar Wakil – Torys LLP; Jacob Weinstock – Torys LLP; Heding Yang – Torys LLP;

Law Firms: Torys LLP;

Clients: Birch Hill Equity Partners Management Inc.;

Martina Bellini

Author: Martina Bellini