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July 15, 2011
WASHINGTON, DC, July 15, 2011 — Joy Global Inc. (NASDAQ: JOYG), a worldwide leader in high-productivity mining solutions, reported yesterday that it has signed a definitive agreement to acquire approximately 41 percent of the outstanding common stock of International Mining Machinery Holdings Ltd. (IMM), a Hong Kong listed designer and manufacturer of underground coal mining equipment in China.
Subject to applicable regulatory approvals, Joy Global will purchase this stake in IMM from an affiliate of The Jordan Company L.P. for a cash purchase price of HK$8.50 per share, or total cash consideration of approximately US$585 million under current exchange rates. Upon completion of this share purchase, Joy Global will be required to commence a tender offer for the remaining approximately 59 percent of IMM shares in accordance with Rule 26.1 of the Hong Kong Takeovers Code.
To support these transactions Joy Global entered into a $1.5 billion senior unsecured bridge term loan facility with JPMorgan Chase Bank, N.A., as administrative agent, Goldman Sachs Bank USA and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as syndication agents, and J.P. Morgan Securities LLC, Goldman Sachs and Merrill Lynch, as joint lead arrangers and joint bookrunners. Joy Global announced the credit facility in a Form 8-K filed today.
Covington & Burling LLP represented Joy Global in the acquisition financing and US securities law aspects of the pending transactions. The firm also represented Joy Global in the $1.1 billion acquisition of LeTourneau Technologies, Inc. that closed last month.
The Covington team was led by corporate partner Peter Zern and associates Elizabeth Speth, Scott Roades and Leah Graham. Other members of the team included W. Andrew Jack and Matthew Franker (securities), Scott Feldstein (tax) and Keith Noreika (financial institutions).