United Rentals, Inc.’s $715 Million Acquisition of BakerCorp


Centerview Partners acted as financial advisor to United Rentals, and Sullivan & Cromwell acted as legal advisor. Morgan Stanley & Co LLC acted as financial advisor to BakerCorp, and Fried Frank acted as legal advisor.

United Rentals, Inc. (NYSE: URI) and BakerCorp International Holdings, Inc. have entered into a definitive agreement under which United Rentals will acquire BakerCorp for approximately $715 million in cash. The boards of directors of United Rentals and BakerCorp have unanimously approved the agreement. The transaction is expected to close in the third quarter of 2018.

BakerCorp is a leading multinational provider of tank, pump, filtration and trench shoring rental solutions for a broad range of industrial and construction applications. The company has approximately 950 employees serving more than 4,800 customers in North America and Europe. BakerCorp’s operations are primarily concentrated in the United States and Canada, where it has 46 locations, with another 11 locations in France, Germany, the UK and the Netherlands. For the trailing 12 months ended May 31, 2018, BakerCorp generated $79 million of adjusted EBITDA at a 26.9% margin on $295 million of total revenue.

The company plans to update its 2018 financial outlook to reflect the combined operations after the transaction is complete.

S&C represents United Rentals, Inc. with a team led by Frank Aquila (Picture), along with Julia Kim, Amanda Gill and Olivia Xie. Neal McKnight and John Anselmi, along with Joyce Kwok advised on financing matters; Heather Coleman, along with Amanda Toy and Kelly Yamashita advised on executive compensation and benefits matters; Ronald Creamer and Jonathan Rhein advised on tax matters; and Mehdi Ansari, along with Justin Orr and Nicole Sharer advised on intellectual property matters.

Fried Frank acted as counsel to BakerCorp International Holdings, Inc. with a team ed by corporate partners Robert C. Schwenkel and Brian T. Mangino and including corporate partners Joshua Thomas Coleman, Randi Lally, and J. Christian Nahr; antitrust and competition partner Nathaniel L. Asker; executive compensation & ERISA partner Adam Kaminsky; intellectual property and technology partner Amir R. Ghavi; tax partner Alan S. Kaden; corporate special counsel Bret T. Chrisope and Michael Schneider; corporate real estate special counsel Jessica H. Mayes; corporate associates Kendra Clark, Roxanne Lepore, P. Ryan Messier, Arielle Matza, Michael K. Piacentini, and Ezra Schneck; antitrust and competition associate Aleksandr B. Livshits; environmental associates Samuel K. Dykstra and Mary Beth Phipps; executive compensation & ERISA associate Samantha Steinfeld Rozell; intellectual property and technology associate Alana Berrocal Rodriguez; tax associate Shane C. Hoffmann; and corporate law clerk Camila Acchiardo Vallejo.

Involved fees earner: Robert Schwenkel – Fried Frank Harris Shriver & Jacobson; Brian Mangino – Fried Frank Harris Shriver & Jacobson; Joshua Thomas Coleman – Fried Frank Harris Shriver & Jacobson; Randi Lally – Fried Frank Harris Shriver & Jacobson; Christian Nahr – Fried Frank Harris Shriver & Jacobson; Bret Chrisope – Fried Frank Harris Shriver & Jacobson; Michael Schneider – Fried Frank Harris Shriver & Jacobson; Kendra Clark – Fried Frank Harris Shriver & Jacobson; Roxanne Lepore – Fried Frank Harris Shriver & Jacobson; Ryan Messier – Fried Frank Harris Shriver & Jacobson; Arielle Matza – Fried Frank Harris Shriver & Jacobson; Michael Piacentini – Fried Frank Harris Shriver & Jacobson; Ezra Schneck – Fried Frank Harris Shriver & Jacobson; Nathaniel Asker – Fried Frank Harris Shriver & Jacobson; Aleksandr Livshits – Fried Frank Harris Shriver & Jacobson; Adam Kaminsky – Fried Frank Harris Shriver & Jacobson; Samantha Steinfeld Rozell – Fried Frank Harris Shriver & Jacobson; Amir Ghavi – Fried Frank Harris Shriver & Jacobson; Alana Berrocal Rodriguez – Fried Frank Harris Shriver & Jacobson; Alan Kaden – Fried Frank Harris Shriver & Jacobson; Shane Hoffmann – Fried Frank Harris Shriver & Jacobson; Jessica Mayes – Fried Frank Harris Shriver & Jacobson; Samuel Dykstra – Fried Frank Harris Shriver & Jacobson; Mary Beth Phipps – Fried Frank Harris Shriver & Jacobson; Francis Aquila – Sullivan & Cromwell; Julia Kim – Sullivan & Cromwell; Amanda Gill – Sullivan & Cromwell; Olivia Xie – Sullivan & Cromwell; Neal McKnight – Sullivan & Cromwell; John Anselmi – Sullivan & Cromwell; Joyce Kwok – Sullivan & Cromwell; Heather Coleman – Sullivan & Cromwell; Amanda Toy – Sullivan & Cromwell; Kelly Yamashita – Sullivan & Cromwell; Ronald Creamer – Sullivan & Cromwell; Jonathan Rhein – Sullivan & Cromwell; Mehdi Ansari – Sullivan & Cromwell; Justin Orr – Sullivan & Cromwell; Nicole Sharer – Sullivan & Cromwell;

Law Firms: Fried Frank Harris Shriver & Jacobson; Sullivan & Cromwell;

Clients: United Rentals, Inc.; BakerCorp International Inc.;

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Author: Ambrogio Visconti