Mizuho Americas LLC completed the acquisition of Greenhill & Co., Inc. from Bok Family Partners, L.P. and others.
The transaction is subject to approval by Greenhill stockholders, required regulatory approvals, expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and other customary closing conditions. The transaction has been unanimously approved by the Board of Directors of both Greenhill and Mizuho. Concurrently with the execution of the merger agreement, Scott L. Bok, the Chairman and Chief Executive Officer of Greenhill and certain of his affiliated persons entered into voting agreement to vote in favor of the transaction. On November 29, 2023, all regulatory approvals required to complete the transaction have been received. The transaction is expected to close by end of year 2023. As of November 29, 2023, the transaction is expected to complete on November 30, 2023.
Houlihan Lokey Capital, Inc. acted as financial advisor to Greenhill and provided fairness opinion to the Board of Directors of Greenhill. Pursuant to its engagement by Greenhill, Houlihan Lokey became entitled to a transaction fee of $5 million, of which $1 million became payable to Houlihan Lokey upon the rendering of its opinion to the Board and the remainder of which is contingent upon the consummation of the Merger. Edward D. Herlihy and Brandon C. Price of Wachtell, Lipton, Rosen & Katz acted as legal advisors to Greenhill. Scott A. Barshay, Laura C. Turano, Caith Kushner, Christodoulos Kaoutzanis, John Kennedy, Jean McLoughlin, Jarrett Hoffman, Jordan Salzman, Claudine Meredith-Goujon, Marisa Geiger, Robert Holo, Peter Fisch, Marta Kelly and William O?Brien of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisors to Mizuho. David L. Portilla, Zachary J. Zweihorn, Paul D. Marquardt, Martin Rogers, Gregory S. Rowland, Mark Chalmers and Will Schisa of Davis Polk & Wardwell LLP acted as legal advisor to Mizuho. Citi and Mizuho served as financial advisors to Mizuho. American Stock Transfer & Trust Company is the transfer agent for shares of Greenhill. Georgeson LLC is the proxy solicitor for Greenhill and Greenhill will pay Georgeson a fee of approximately $15,000. Aaron Dixon and Stuart Rogers of Alston & Bird acted as legal counsel to Houlihan Lokey, financial advisor to Greenhill & Co.
Mizuho Americas LLC completed the acquisition of Greenhill & Co., Inc. (NYSE:GHL) from Bok Family Partners, L.P. and others on November 30, 2023. Greenhill & Co., Inc. continuing as the surviving corporation and as a wholly owned subsidiary of Mizuho Americas LLC.