Special Committee Advisory
Greenhill is renowned for its independence, experience and discretion and is often called into special situations which require the delivery of unconflicted advice.
In many cases, this involves advising a Special Committee of the Board of Directors which has been formed due to the conflicts in relation to a possible transaction. Often our role involves not only assisting with a transaction process, but also delivering a fairness opinion.
Our Managing Directors and professionals in North America, the United Kingdom, Continental Europe, Australia, Brazil and Japan have advised the Special Committees of numerous leading companies as they have navigated complex transaction processes.
Below we highlight a few of the transactions on which we have advised in this area:
Most Recent Transactions
ING U.S., Inc.
Advised the Independent Committee of the Board of Directors of ING U.S., Inc. in connection with ING U.S., Inc’s repurchase of 7.2mm shares (aggregate repurchase of $250mm) from ING Groep N.V.
Tesoro Hawaii, LLC
Advised the Special Committee of the Board of Directors of Par Petroleum in connection with its acquisition of Tesoro Hawaii, LLC from Tesoro Corporation
Morgans Hotel Group
Advised the Special Transaction Committee of the Board of Morgans Hotel Group on the transfer of its ownership interests in Delano South Beach and The Light Group to The Yucaipa Companies in exchange for the cancellation of certain securities held by Yucaipa (debt, preferred stock and warrants) together with a $100 million rights offering backstopped by Yucaipa
50% of El Paso Natural Gas and 50% of El Paso Midstream Investment Company
Advised the Independent Directors of the Board of Kinder Morgan Energy Partners on the acquisition of 50% of El Paso Natural Gas, a ~10,000 mile natural gas pipeline system connecting the Permian Basin in Texas / New Mexico with key consumer markets in Arizona, California and Mexico, and 50% of El Paso Midstream Investment Company which includes oil and gas gathering and processing assets in the Altamont region in Northeast Utah and in the Eagle Ford shale play in Southwest Texas
American International Group (AIG)
Advised the United States Department of the Treasury (“UST”) on the full reduction of its 92% ownership stake in the insurer through numerous Secondary Public Offering Transactions