Wachtell, Jones Day lead on $18.4bn sale of Goodrich to United Technologies

September 23, 2011 United Technologies Corporation is set to purchase $18.4 billion for aircraft equipment maker Goodrich Corporation. The deal will see United Technologies aquire the company along with $1.9 billion in Goodrich debt, via payment of $127.50 in cash per Goodrich share (around a 47% premium over the closing price of Goodrich shares on September 15.

United Technologies was advised by longtime outside counsel Wachtell, Lipton, Rosen & Katz, with a team led by firm cofounder Martin Lipton, along with corporate partners Joshua Cammaker and David Lam. The team is rounded out with restructuring and finance partner Eric Rosof, tax partner T. Eiko Strange, and executive compensation partners Jeannemarie O'Brien and Jeremy Goldstein. Partners Michael Byowitz and Joseph Larson are advising on antitrust issues.

Crowell & Moring is serving as United Technologies's U.S. antitrust cocounsel with a team led by antitrust cochair Wm. Randolph Smith along with counsel Shawn Johnson.

Jones Dayadvises Goodrich with a team led by M&A partners Lyle Ganske and James Dougherty. Antitrust partner Tom Smith and benefits partner Manan "Mike" Shah are also working on the transaction.

Simpson Thacher & Bartlett was retained by J.P. Morgan Securities as financial adviser to United Technologies; and Dewey & LeBoeuf represented Citigroup in its role as a financial adviser to Goodrich.

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