Sean M. Ewen

Willkie is advising Xerox on financing and other corporate aspects in its agreement to acquire Lexmark. On December 23, Xerox Holdings Corporation (NASDAQ: XRX) announced it has agreed to acquire Lexmark International, Inc., from Ninestar Corporation, PAG Asia Capital, and Shanghai Shouda Investment Centre in a deal valued at $1.5 billion, inclusive of assumed liabilities. This acquisition is expected to strengthen the Xerox core print portfolio and build a broader global print and managed print services business to meet evolving client needs in the hybrid workplace. Lexmark, based in Lexington, Ky., is a provider of innovative imaging solutions and technologies including best-in-class printers and multifunction printers. The acquisition combines Lexmark’s solutions with Xerox® ConnectKey® technology and advanced Print and Digital Services and is expected to strengthen Xerox’s ability to serve clients in the large, growing A4 color market and diversify its distribution and geographic presence, including the APAC region. Xerox expects to finance the acquisition with a combination of cash on hand and committed debt financing. The transaction is subject to regulatory approvals, approval of Ninestar’s shareholders, and other customary closing conditions and is expected to close in the second half of 2025. Xerox is a leader in office and production print technology. Xerox continues its legacy of innovation to deliver client-centric and digitally driven technology solutions and meet the needs of today’s global, distributed workforce. The Willkie team is comprised of partners Joshua Deason and Jason Pearl, who are co-leading the financing aspects, and John Ablan, Sean Ewen and Russell Leaf, who are leading the capital markets and other corporate aspects of the deal.

Dec 24

1 min

Willkie recently advised Arch Capital Group Ltd. (Nasdaq: ACGL) as the lead of a syndicated group of investors that acquired a 10% GP stake in Pershing Square Capital Management, L.P. for an aggregate purchase price of $1.05 billion. On June 3, Pershing Square Capital Management announced the sale of a 10% common equity interest in Pershing Square Holdco, L.P. – a newly formed limited partnership that owns 100% of Pershing Square Capital Management – for a purchase price of $1.05 billion to a consortium of strategic investors including Arch Capital Group Ltd. The Willkie team was led by partners David Hong and Giovanni Smedley and included partners Russell Leaf, Sean Ewen, Elizabeth Buckley Lewis, Justin Browder, Elliot Gluck and Allison Tam and associate Edward Kocis. For more details on the transaction, read Pershing Square Capital Management’s press release here.

Jun 10

1 min

On July 17, 2024, Resideo Funding Inc., a wholly-owned subsidiary of Resideo Technologies, Inc. (NYSE:REZI), completed its Rule 144A/Regulation S offering of $600 million aggregate principal amount of 6.500% Senior Notes due 2032. The net proceeds from the issuance and sale of the Notes were used to repay $596,300,000 principal amount of outstanding indebtedness under the Company’s senior secured Term B loans maturing on February 21, 2028, together with all accrued and unpaid interest on such repaid principal. Resideo is a leading global manufacturer and developer of technology-driven products and components that provide critical comfort, energy management, and safety and security solutions to over 150 million homes globally. Through its ADI Global Distribution business, Resideo is also a leading wholesale distributor of professionally installed electronic security and life safety products for commercial and residential markets and serves a variety of adjacent product categories including audio visual, data communications, and smart home solutions. Willkie previously advised Resideo on numerous transactions, including its $1.4 billion acquisition of Snap One completed in June 2024, its sale of Genesis Cable in 2023 and its acquisition of First Alert in 2022. The Willkie team was led by partners Sean Ewen and Julian Golay, with assistance from partners Russell Leaf and Cristopher Greer, and included associates Candace Mashel and Andrew O’Connor.

Jul 22

1 min

Willkie served as U.S. legal advisor to the Special Committee of The Westaim Corporation (TSXV: WED) in connection with the creation of an integrated insurance and asset management platform by CC Capital and The Westaim Corporation. On October 9, CC Capital and Westaim announced a strategic combination of Canadian investment company Westaim, Arena Investors, LP, a global institutional asset manager founded in partnership with Westaim, and Ceres Life Insurance Company, a cloud-native, highly scalable annuity platform incubated by CC Capital. In connection with the transaction, CC Capital has committed to making a $250 million strategic investment in Westaim. The combination will transform Westaim into an integrated insurance and asset management platform, with a growing and diversified credit manager and an advantaged, tech-enabled insurance carrier that is expected to provide competitively priced fixed income and multi-year guarantee annuity products to policyholders and drive strong and sustainable value creation for Westaim shareholders. The closing of the transaction is subject to receipt of required shareholder approvals and customary closing conditions. The Willkie team was led by partners Larissa Marcellino, Sean Ewen, Hugh McLaughlin and Robert Stebbins.

Oct 9

1 min

Willkie advised Churchill Capital Corp X (NASDAQ: CCCX), a publicly traded special purpose acquisition company, on the completion of its business combination with Infleqtion, Inc., a global leader in neutral atom-based quantum technology. Churchill X recently announced that its shareholders approved the previously announced business combination with Infleqtion. On February 13, the business combination was consummated and Infleqtion began trading on the New York Stock Exchange on February 17, 2026, under the ticker symbol “INFQ”. Infleqtion received over $550 million in gross proceeds, including nearly 100% of the cash held in Churchill X’s trust account and more than $125 million from a common stock private placement. Infleqtion is the first publicly listed neutral-atom quantum technology company and the only public company with commercial leadership across both quantum computing and precision sensing. The Willkie team was led by partners Gregory Astrachan, Sean Ewen and Esther Chang and included associates Marissa Dressor, Kevin Winnie, Andrew Lefkowitz, Bridget Boyd and Emily Oh.

Feb 19

1 min