Bill Rowland and a team of Jones Day lawyers just put the finishing touches on what's become an almost-unheard-of transaction these days: a private equity deal.

Rowland represented TorQuest Partners, a Canadian private equity fund manager, in its agreement to purchase a Brunswick, Ga.,-based refined wood rosin and natural wood terpenes business from a subsidiary of Ashland Inc. for about $75 million.

“The exciting thing for us is to see some activity in the market,” said Rowland. “It's a private equity buyer, and there's acquisition financing. Those are good signals for a return to health in the market. … Private equity in general has been very quiet.”

This transaction, which is expected to close in about 60 days, involves $60 million in cash and a $15 million note from the buyer, payable over time, which Rowland said essentially functions as seller financing and will serve as security for any post-closing claims, and will help bridge any valuation gap.

That valuation gap—not uncommon in today's market, where businesses sell for less than their actual or perceived value—comes into play here because the wood rosin business, owned by Covington, Ky.-based Ashland's subsidiary, Hercules Inc., generated revenues of about $85 million in fiscal year 2009.

The business, which will be called Pinova once the transaction closes, is touted as the world's only supplier of wood rosin, which is used in a variety of applications in the adhesives, construction, beverage, personal care and agriculture markets.

Rowland said that Ashland acquired the wood rosin business when it purchased Hercules about a year ago. “Ashland was looking to dispose of nonstrategic business lines that they inherited when they bought Hercules,” he said. “Hercules had previously disposed of other parts of its rosins business, and coincidentally we were involved in that [sale representing] Eastman Chemical.”

Jones Day lawyers handled a variety of issues for TorQuest, including antitrust advice, employment, corporate, tax and transactional work. A big part of the deal, he said, involved representation by the firm's environmental team.

“The kindest way to put it is, it's a very messy site; it's an old chemical site with a wide range of issues,” Rowland said. TorQuest, he said, particularly as a financial buyer looking to build the business and then sell it in a few years, was concerned with understanding and resolving environmental issues.

The other challenges of the deal, he said, were the typical ones that arise when a business and assets are carved out of an entity that is not a free-standing corporation.

TorQuest also was represented in the deal by Canadian law firm Stikeman Elliott. Ashland was represented by its in-house counsel. Other Jones Day lawyers who worked on the deal included TorQuest's longtime environmental counsel, Charles Perry, as well as partners Scott Specht, Mike Lee, Doug Gosden and Tim Bratcher; of counsel Chris Morgan, Elaine Rogers Walsh and Arthur Kent; and associates Casey Fernung and Sarah Watts.