On January 12, aerospace suppliers Woodward, Inc. and Hexcel Corporation announced a definitive agreement to combine in an all-stock merger of equals to create a premier integrated systems provider serving the aerospace and industrial sectors. Wilson Sonsini advised Woodward in the transaction.
Under the terms of the agreement approved by the Boards of Directors of both companies, Hexcel shareholders will receive a fixed exchange ratio of 0.625 shares of Woodward common stock for each share of Hexcel common stock, and Woodward shareholders will continue to own the same number of shares of common stock in the combined company as they do immediately prior to the closing. The transaction is subject to the approval of the shareholders of both Woodward and Hexcel, as well as other customary closing conditions, including required regulatory approvals. The parties expect the merger to close in the third calendar quarter of 2020, subject to satisfaction of these conditions.
The combined company, to be named Woodward Hexcel, will be among the top independent aerospace and defense suppliers globally by revenue. It will have more than 16,000 employees, manufacturing operations in 14 countries on five continents, and a diversified customer base across multiple markets. Woodward Hexcel will be headquartered in Fort Collins, Colorado.
The Wilson Sonsini team advising Woodward includes the following attorneys:
Corporate/M&A
Larry Sonsini, Senior and Founding Partner
Marty Korman, Partner
Remi Korenblit, Associate
Dennise Martinez, Associate
Corporate Finance & Securities
John Mao, Partner
Erik Franks, Partner
Dana Hall, Partner
Joseph Catapano, Associate
Delaware Law and Corporate Governance
Amy Simmerman, Partner
Adrian Broderick, Of Counsel
Technology Transactions
James Clessuras, Partner
John McGaraghan, Partner
Scott McKinney, Associate
Rosalind Schonwald, Associate
Jennifer McGrew, Associate
Antitrust
Scott Sher, Partner
Benjamin Labow, Partner
Todd Hahn, Counsel
Employee Benefits & Compensation
John Aguirre, Partner
Jaqueline Tokuda, Partner-Elect
Jessica Bliss, Of Counsel
Melody Barker, Counsel
Matthew Norgard, Associate
Employment Litigation
Rebecca Stuart, Of Counsel
Aleksandr Katsnelson, Associate
Tax
Gregory Broome, Partner
Regulatory
Josephine Aiello LeBeau, Partner
Seth Cowell, Associate
Mark Bass, Associate
Jonathan Davey, Associate
Real Estate & Environmental
James McCann, Partner
Martin Sul, Counsel
Sean Wilkinson, Associate
Please see the press release for more information.