Milbank, Tweed, Hadley & McCloy LLP: SULO ACQUIRES CLEANAWAY GERMANY

18.10.2005

Milbank, Tweed, Hadley & McCloy LLP

Milbank, Tweed, Hadley & McCloy LLP Represents SULO, Apax and Blackstone in the Acquisition of Cleanaway Germany

MUNICH, GERMANY, October 14, 2005 – The Munich, Frankfurt and London offices of Milbank, Tweed, Hadley & McCloy LLP advised SULO GmbH, a jointly owned portfolio company of Apax and Blackstone, in connection with the acquisition of Cleanaway Germany from Brambles for approximately EUR 570 million. For details, please refer to the press release on SULO’s website: www.sulo.de/home.nsf/ContentByKey/MNIN-6H5FA5-EN.html

Subject to competition clearance, the acquisition of Cleanaway Germany by SULO GmbH will lead to the creation of the second largest waste management provider in Germany and the fifth largest in Europe.

The Milbank team representing Sulo included:

Munich: Dr. Peter Nussbaum (Partner – M&A, lead); Dr. Rolf Fueger (Partner – Tax); Humphrey Edginton (Associate – M&A); Stefan Kroeker (Associate – M&A); Dr. Eva Nase (Associate – M&A); Michael Pujol (Associate – M&A); Dr. Thomas Kleinheisterkamp (Associate – Tax).

Frankfurt: Dr. Christina Ungeheuer (Partner – Finance); Jan Wilms (Associate – Finance).

London: Michael Goroff (Partner – M&A); Joel Harrison (Associate – Outsourcing).

Other law firms involved on the part of Sulo were: Löhde Leo Schmidt-Hollburg & Witte (employment law, IP); Kermel & Scholtka Lawyers (environmental and real estate law); Simpson Thacher & Bartlett LLP, London (acquisition finance).

Milbank in Europe:

Milbank opened its first European office in London 25 years ago and opened a second European office in Frankfurt in 2001 and Munich in 2004. The firm’s presence in Europe has more than doubled in the last two years, with growing strengths in corporate, capital markets, private equity, outsourcing and litigation.

The firm’s Global Corporate/M&A Group has worked on some of the most sophisticated transactions in every geographical market. Milbank’s London office has been involved in some of the most complex acquisitions and private equity investments in Europe. The Frankfurt office is a leader in sophisticated cross-border lease and acquisition finance transactions. The Munich office is widely recognized for its expertise in public M&A and private equity, as well as tax and financial structuring. Notable Milbank deals in Germany include:

· Representing the Edscha Group in the sale of its business unit for sliding roofs for trucks to VBG AB.

· Representing the founder and co-investor in Palamon Capital Partner’s acquisition of a controlling stake in Loyalty Partner GmbH.

· Representing HT Troplast GmbH in the sale of its business unit Trocellen to The Furukawa Electric Co., Ltd. and Otsuka Chemical Co., Ltd.

· Representing HT Troplast GmbH in the sale of its Dynos Business Unit to M2 Capital Partners.

· Representing ProSiebenSat.1 Media AG in connection with Axel Springer AG’s purchase of a majority interest in ProSiebenSat.1 Media.

· Representing Sulo GmbH in the sale of its Australian and New Zealand operations to GS Private Equity.

· Representing Cerberus in its acquisition of debis Air Finance.

· Advising the sellers and Ciao AG in the sale of Ciao AG to Greenfield Online Inc.

· Representing ProSiebenSat.1 Media AG in connection with its take over of all interests in EUVÍA Media AG & Co. KG.

· Advising on the shareholder agreements, transaction structure and tax issues in the acquisition of HT Troplast AG by private equity firms The Carlyle Group and Advent International.

· Representing BC Partners in connection with the exit from its 48.9% stake in KTM Group GmbH.

· Representing Apax Partners in its leveraged buyout of LR International.

· Representing JP Morgan Partners in the sale of its stake in Gerresheimer Glas.

· Representing the Carlyle Group in the sale of its stake in BERU AG to Borg Warner.

· Representing the Carlyle Group in the sale of its stake in Honsel International Technologies to Ripplewood Holdings.

· Representing the private equity sponsors in the €2.7 billion Acquisition by Kabel Deutschland GmbH of three separate German cable companies (ish, iesy and Kabel Baden-Württemberg).

· €2.6 Billion Leveraged Buyout of Cognis Group: The LBO of the specialty chemicals business of the German company Henkel was completed in record time by employing many of the techniques pioneered in the earlier Messer Griesheim LBO. Recently, Cognis completed an innovative €1.6 billion recapitalization.

· Representing the Goldman Sachs private equity funds in their participation in the €1.8 billion LBO of the broadband cable network of Deutsche Telekom AG and the creation of Kabel Deutschland GmbH.

Milbank, Tweed, Hadley & McCloy LLP is a global law firm headquartered in New York, with offices in Washington, D.C., Los Angeles, Palo Alto, London, Frankfurt, Munich, Tokyo, Hong Kong and Singapore. Milbank is a recognized leader in mergers and acquisitions, capital markets and corporate finance, project finance, acquisition finance and other major fields of legal practice. Milbank has English, German and U.S. law capabilities, and provides a full range of services to many of the world’s leading financial, industrial and commercial enterprises, as well as governments, institutions and individuals.

Milbank, Tweed, Hadley & McCloy LLP

www.milbank.com

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