O’Melveny Advises Vance Street Capital on Sale of Terra Insights to Orica

FOR IMMEDIATE RELEASE

LOS ANGELES—December 20, 2023—O’Melveny advised Vance Street Capital, a middle-market private equity firm, on its agreement to sell Terra Insights, one of the leading global end-to-end sensor and data delivery technology platforms, to Orica (ASX: ORI), one of the world’s premier mining and infrastructure providers, for CAD $505 million (approximately US$380 million).  O’Melveny advised Vance Street when it originally invested in Terra Insights in 2017 and then guided Terra Insights through multiple complementary acquisitions.

The transaction was announced on December 19 and is expected to close in the first half of 2024, subject to regulatory approvals.

Vance Street Capital is a middle-market private equity firm focused on investing in highly engineered solutions businesses across the medical, industrial, aerospace and defense sectors. For over two decades, Vance Street’s partners have worked with management teams and family owners to accelerate revenue growth, improve operations and acquire strategic assets for the companies in their investment portfolio.

The O’Melveny team advising Vance Street Capital and Terra Insights was led by partners John Laco, Robert Fisher, Luc Moritz, Andy Dolak, Chris Del Rosso and Eric Amdursky, counsel Adam Ackerman and associates Ganiatu Afolabi, Hattie McKinney, Tara McMillen, Stephanie Fung, Maya Spitzer and Lauren Lekey.

About O’Melveny

It’s more than what you do: it’s how you do it. Across sectors and borders, in board rooms and courtrooms, we measure our success by yours. And in our interactions, we commit to making your O’Melveny experience as satisfying as the outcomes we help you achieve. Our greatest accomplishment is ensuring that you never have to choose between premier lawyering and exceptional service. So, tell us. What do you want to achieve? Visit us at www.omm.com; read our Insights 2023 report; learn more in our firm at-a-glance; and find us on LinkedIn, X, Facebook, Instagram, and YouTube.

Contact:

Brandon Jacobsen
O’Melveny & Myers LLP
+1 213 430 8024
bjacobsen@omm.com

# # #

Vance Street Capital issued the following announcement: 

Vance Street Capital Enters into a Binding Sale and Purchase Agreement with Orica to Sell Terra Insights

LOS ANGELES, Dec. 19, 2023 /PRNewswire/ -- Vance Street Capital LLC ("Vance Street") is pleased to announce it has signed a binding Sale and Purchase Agreement to sell Terra Insights ("Terra") to Orica (ASX: ORI), one of the world's premier mining and infrastructure providers, for CAD $505 million. Headquartered in Vancouver, British Columbia, Terra Insights is one of the leading global end-to-end sensor and data delivery technology platforms, providing geotechnical, structural and geospatial monitoring of critical assets in mining and infrastructure. The transaction is anticipated to close in the first half of 2024.

Vance Street invested in Terra through its second fund ("Vance Street Fund II") in 2017 as part of an ongoing industrial technology thesis around connected critical asset monitoring technology. Under Vance Street's ownership, Terra Insights has achieved double digit organic growth since 2017 and more than tripled revenue and while expanding margins. Growth was driven by the acceleration of new product development around connectivity and data systems, commercial expansion into new customers, geographies and monitoring technologies and executing complementary acquisitions to expand the integrated solutions to the Terra Insights customer base. This transaction marks the fifth realization for Vance Street Fund II. 

"Terra exemplifies Vance Street's strategy of partnering with best-in-class highly engineered solutions providers and leveraging our operating partner network to execute on the Vance Street Value Creation Playbook," said Brian Martin, Managing Partner at Vance Street. "CEO Mark Price and the Terra team have done an exceptional job of executing on the strategy, taking niche hardware solutions and transforming Terra into one of the leading innovative sensors and data delivery technology providers for geotechnical, structural and geospatial monitoring in mining and infrastructure. We want to thank the Terra team for their hard work and great partnership over the past six years." 

"Orica is an ideal partner for Terra Insights to continue the business' exciting growth and technology development trajectory. Given the longstanding collaboration and relationship between the two organizations, the future is bright for the solutions they will collectively provide to the mining and infrastructure safety markets," added Steve Sandbo, Partner at Vance Street.

Mark Price, CEO of Terra Insights, said, "Vance Street has been a true partner to build this exciting platform. Their strategic vision, tremendous support and diligent oversight has been integral to the platform development. The growth culture and a genuine interest in both the development and wellbeing of everyone in their organizations make them a special team."

Lazard is acting as financial advisor and O'Melveny & Myers and Davies Ward Phillips and Vineberg are acting as legal advisors to Terra Insights and Vance Street Capital. J.P. Morgan Securities Australia Limited is acting as financial advisor and Gilbert+Tobin is acting as legal advisor to Orica on the Acquisition.

About Vance Street Capital LLC

Vance Street Capital is a middle-market private equity firm focused on investing in highly engineered solutions businesses across the medical, industrial, aerospace and defense sectors. For over two decades, Vance Street's partners have worked with management teams and family owners to accelerate revenue growth, improve operations and acquire strategic assets for the companies in their investment portfolio.

For more information please visit: www.vancestreetcapital.com

About Orica

Orica (ASX: ORI) is one of the world's leading mining and infrastructure solutions providers. From the production and supply of explosives, blasting systems, mining chemicals and geotechnical monitoring to our cutting-edge digital solutions and comprehensive range of services, Orica seeks to sustainably mobilize the earth's resources. Operating for nearly 150 years, Orica's global workforce of 12,500+ supports customers across surface and underground mines, quarry, construction, and oil and gas operations.

For more information please visit: www.orica.com

Media Contact:

Natalie Yates
Head of Business Development and Investor Relations
nyates@vancestreetcapital.com