Graphic Packaging Holding Co. kept its lawyers local in its newly announced merger with International Paper’s $1.8 billion North American consumer packaging operation, creating a $6 billion paper-based packaging company.
The Atlanta-based box-maker called on a team of Alston & Bird lawyers led by Scott Ortwein, who has handled a string of earlier transactions for the company.
International Paper, based in Memphis, turned to Debevoise & Plimpton in New York for legal counsel, using a team led by partners Michael Diz and Jeffrey Rosen.
The deal, announced Tuesday, is expected to close in early 2018. Both companies are publicly held.
Ortwein, the co-leader of Alston’s corporate transactions team, represented Graphic Packaging in 2008 on another billion-dollar deal, its $1.75 billion acquisition of Altivity Packaging from private equity firm TPG Capital, forming Graphic Packaging Holding.
He did not respond to a request for comment.
As the packaging industry continued to consolidate, Graphic Packaging made a series of acquisitions between 2011 and 2015, according to Paper and Packaging International, acquiring Sierra Pacific Packaging, Mid-America Packaging and Delta Natural Kraft.
After the Altivity acquisition, Ortwein went on to represent Graphic Packaging in five acquisitions and four dispositions worth more than $500 million, according to his firm bio, as well as public debt offerings totaling $1.4 billion and a $225 million public offering of common stock and six secondary public offerings of common stock with proceeds of more than $1.7 billion.
In the combination with International Paper’s North America consumer packaging business, Graphic Packaging will own 79.5 percent of the partnership and be the sole operator, while International Paper will own the other 20.5 percent. The partnership, valued at $6 billion, will assume $660 million of International Paper debt.
The other Alston lawyers representing Graphic Packaging were corporate partners Justin Howard and Scott Kitchens, with senior associate Sarah Mackenzie; tax partners Sam Kaywood and Andy Immerman; and finance partner Richard Grice with associate Alex Clamon. Corporate partner David Brown in Washington was the only member of the team outside Atlanta.
The Debevoise team for International Paper includes partners Lawrence K. Cagney, Jeffrey P. Cunard, Pierre Maugüé, Paul M. Rodel and Peter F.G. Schuur; counsel Daniel Farrell, Stuart Hammer and Christopher Rosekrans; and associates and associates Valerie A. Campbell, Katherine E. Durnan, Brooke A. Fodor, Andrew G. Jamieson, Tigist Kassahun, Daniel Priest, Nicholas C.H. Roper and Tiantian Amy Zhu.
Graphic Packaging’s financial adviser was Bank of America Merrill Lynch, and International Paper’s was Citigroup, with Evercore Partners rendering a fairness opinion.