Walkers Acts on Carlyle's $6.7 Billion Acquisition of Sedgwick

Walkers is pleased to have advised The Carlyle Group (NASDAQ: CG) ("Carlyle"), in connection with its US$6.7 billion acquisition of a majority interest in Sedgwick, Inc. ("Sedgwick"), a Memphis, Tennessee-based provider of insurance claims management services.

Initially announced in September 2018 and consummated on 31 December 2018, the majority interest in Sedgwick was acquired by Carlyle's flagship buyout fund, Carlyle Partners VII, a US$18.5 billion fund that focuses on buyout transactions in the United States, and Carlyle Global Financial Services Partners III, L.P., a financial services buyout fund. Carlyle acquired its majority interest primarily from Kohlberg Kravis Roberts, whilst certain funds managed by Stone Point Capital LLC and Caisse de dépôt et placement du Québec, together with Sedgwick management shareholders, remained minority shareholders post-closing (together, the "Transaction").

The Transaction was effected by way of a series of connected Cayman Islands and United States mergers, and was contingent on obtaining certain United States regulatory approvals, the consent of the requisite majority of existing shareholders, and certain internal restructuring matters.

Walkers also separately advised Carlyle in connection with a co-investment vehicle (the "Co-Investment"), and in connection with certain debt financing arrangements, for which Bank of America, N.A., KKR Capital Markets LLC, Morgan Stanley Senior Funding, Inc., and SunTrust Robinson Humphrey, Inc. served as joint lead arrangers and joint bookrunners (the "Financing").

Walkers' Cayman Islands office worked alongside US counsel for Carlyle in relation to the Transaction – Wachtell, Lipton, Rosen & Katz; US counsel for the Co-Investment – Simpson Thacher & Bartlett LLP; and US counsel for the Financing – Kirkland & Ellis LLP.

Walkers provided both corporate and finance-related support, with Cayman Islands partners Rolf Lindsay and Andrew Barker, and associates Christine Ballantyne-Drewe and Yannick Whorms having acted in connection with the Transaction, partner Theo Lefkos assisted by associate Christine Ballantyne-Drewe in connection with the Co-Investment, and partner Rob Jackson assisted by senior counsel Zoe Hallam and associate Renee Prendergast in connection with the Financing.

Sedgwick is a leading global provider of technology-enabled risk, benefits and integrated business solutions. The company provides a broad range of resources tailored to clients' specific needs in casualty, property, marine, benefits and other lines. On an annual basis, Sedgwick handles more than 3.6 million claims and has fiduciary responsibility for claim payments totalling more than US$19.5 billion.

The Carlyle Group is a global investment firm with US$216 billion of assets under management across 343 investment vehicles. Founded in 1987 in Washington, DC, Carlyle has grown into one of the world’s largest and most successful investment firms, with more than 1,650 professionals operating in 31 offices in North America, South America, Europe, the Middle East, Africa, Asia and Australia.