Tag: travers smith

Dealwatch: Ashurst and Travers double up on McColl’s and Ideagen acquisitions as Freshfields energises offshore wind deal

A trio of City firms acted on the sale out of insolvency of McColl’s to supermarket chain Morrisons, in a week that also saw significant mandates in the renewable energy and software sectors.

The transaction, which was structured as a pre-pack sale following the initiation of administration proceedings by McColl’s board on 6 May, ensured all employees would avoid redundancy, while also protecting all pension schemes.

Convenience store and newsagent operator McColl’s maintained roughly 1,200 sites across the UK, employing some 16,000 people.

Travers Smith represented McColl’s. Restructuring and insolvency head Edward Smith and corporate lead Andrew Gillen headed up the team which also included associates Kirsty Emery and Fabian McNeilly.

Morrisons was advised by Ashurst, with the team led by longtime adviser Tom Mercer and restructuring partner Olga Galazoula in addition to Giles Boothman and Inga West. The firm also provided a comprehensive service through a cross-practice team of partners; Nigel Parr (competition), Lynn Dunne (contentious restructuring and insolvency), Ruth Buchanan (employment), Tim Rennie (global loans), Sarah Sivyour (real estate), Nicholas Gardner and Paul Miller (tax) were all involved in the deal.

The transaction is the second high-profile acquisition in which the firm has represented Morrisons in the past year, having also acted for the supermarket chain in its £7.3bn takeover by Clayton, Dubilier & Rice in October 2021.

PwC instructed Hogan Lovells to represent it as joint administrator of seven companies within the McColl’s group. Insolvency duo Debbie Gregory and James Maltby led the team, which also included Oliver Humphrey, Oliver Chamberlain, Katie Banks, Stefan Martin, Tom Brassington and Angus Coulter, who advised on litigation, real estate, pensions, employment, corporate and competition expertise respectively.

Gregory commented: ‘This is a fantastic outcome for McColl’s and all its stakeholders and we are pleased to have played our part in securing a rescue for this neighbourhood retailer which has been part of communities across the UK for over 100 years.’

Travers and Ashurst were also instructed on the £1.06bn purchase of Ideagen plc by Rainforest Bidco Limited, a company indirectly controlled by funds managed by Hg Pooled Management Limited (Hg).

Ideagen has a strong foothold in the regulatory and compliance software space, operating across the life sciences, finance, insurance and health sectors. With offices in London, Munich and New York, Hg has over 20 years’ experience of investing in the software industry.

The Travers team that advised Ideagen was led by corporate partner Richard Spedding. Head of incentives and renumeration Mahesh Varia also acted on the deal, as did competition lead Nigel Seay. The transaction builds on the firm’s relationship with the company after it first advised on a £103.5m fundraise in December 2021.

Linklaters represented Hg. Corporate duo Chris Boycott and Alex Woodward headed up the deal team, which also included fellow partners Bradley Richardson, Neil Hoolihan and Oliver Sceales, who respectively advised on employment, antitrust and debt financing.

Lazard and Houlihan Lokey, which are acting as financial advisers to Ideagen, were represented by Ashurst. Karen Davies and Tim Rennie led the transaction.

Finally, Global Infrastructure Partners (GIP) has acquired wpd offshore, the offshore wind arm of wpd AG. Active in 14 European and Asia Pacific markets, the target company has an extensive portfolio of offshore wind projects which includes a development pipeline of roughly 30GW, with 7GW developed so far.

The cross-office Freshfields team which advised GIP was led by Natascha Doll (Hamburg) and Patrick Ko (London), assisted by Richard Lister (London) and Torsten Schreier (Frankfurt). Michael Josenhans (Frankfurt) and Pascal Cuche (Paris) provided finance expertise; David Beutal (Munich) advised on tax matters; Paul van den Berg (Amsterdam) and Martin J. McElwee (London/Brussels) led on antitrust; employment issues were handled by Boris Dzida, Klaus-Stefan Hohenstatt (both Hamburg) and Christel Cacioppo (Paris); and Michael Ramb (Düsseldorf/Berlin) assisted with environment, planning and regulatory.

Wpd was represented by Bremen-based renewables specialists Blanke Meier Evers. Thomas Heineke and Jochen Rotstegge led on the deal with assistance from Rainer Heidorn and Andreas Hinsch.

charles.avery@legalease.co.uk

This article first appeared on Legal Business

Dealwatch: Big-ticket M&A back on track as Cleary and NRF lead on Alstom’s €6.2bn rail acquisition

Amid a relative dearth of substantial European buyouts recently, the proposed €6.2bn acquisition by France’s Alstom of the rail business of Canadian counterpart Bombardier will come as a boon for the international offices of Cleary Gottlieb Steen & Hamilton and Norton Rose Fulbright.

Alstom said on Monday (17 February) it had signed an agreement with Bombardier and its shareholder the Canadian pension fund Caisse de dépôt et placement du Québec (CDPQ) to acquire 100% of the shares in Bombardier Transportation for between €5.8bn and €6.2bn.

As part of the deal, CDPQ will convert its current €2bn investment in Bombardier Transportation into shares in Alstom and will also invest another €700m in the French rail company, making it Alstom’s largest shareholder with 18%.

The extensive Cleary team advising Alstom was led by M&A partner Pierre-Yves Chabert with London partner Nallini Puri advised on UK corporate matters. Richard Sultman advised on tax from London.

Norton Rose advised Bombardier while Jones Day advised on the antitrust and competition aspects of the deal. Jones Day partner and co-head of antitrust and competition Bernard Amory led from the US. Fried, Frank, Harris, Shriver & Jacobson LLP advised Bombardier’s financial advisor Citigroup.

Last year Alstom attempted a merger with German company Siemens with plans to create a European rail champion. The merger failed following a block from EU antitrust regulators. Bombardier has been disposing of several parts of its business recently and last year sold its regional jet business to Japanese engineering company Mitsubishi Heavy Industries.

Meanwhile, Travers Smith advised TA Associates on the proposed sale of Merian Global Investors Limited to UK fund management group Jupiter Fund Management for £390m, paid through the issue of new Jupiter shares to Merian shareholders. The deal will create a combined portfolio of £65bn assets under management.

Merian provides investment expertise across major asset classes in fixed income, global emerging market equities, alternatives and global asset allocation. Jupiter Fund Management mainly manages investment trusts and private client portfolios as well as mutual funds, segregated mandates and investment trusts with investments worth £44.1bn for individuals and institutions across the UK and internationally. Jupiter’s fund covers equities, fixed income, multi-asset, multi-manager and alternatives asset classes.

The Travers team was led by head of private equity and financial sponsors and co-head of corporate Paul Dolman. Partner Tim Lewis provided financial regulatory advice, partner Simon Skinner advised on tax, Partner Philip Cheveley advised on equity capital markets and Partner Mahesh Varia advised on incentives and remuneration.

A Macfarlanes team led by M&A partner Luke Powell also advised Merian. Jupiter Fund was advised by Fenchurch Advisory Partners.

Speaking to Legal Business Dolman said that the deal brought together two market-leading asset managers and required a sizable Travers team, covering regulatory, public company, employment benefits and private equity specialisms.

‘We are seeing more and more trade buyers. Jupiter is a trade buyer, but quite unusual because it’s listed. The synergies that a trade buyer can bring gives them an advantage compared to a financial sponsor. It is consistent with what we are seeing in the market,’ said Dolman.

Finally, Travers also advised its long-term client Silverfleet Capital Partners on the acquisition of Danish-based credit management service provider Collectia.

The Travers team was led by private equity and financial sponsors partner Will Yates and worked alongside Danish firm Bruun & Hjejle on the cross-border transaction. Collectia was advised by Macfarlanes with a team led by partner Kirstie Hutchinson.

muna.abdi@legalease.co.uk

This article first appeared on Legal Business.

LGBT+ Inclusion in Law with Travers Smith

Travers Smith and myGwork are delighted to invite you to a graduate networking event and panel discussion to explore LGBT+ Inclusion in Law.

This evening session is an opportunity for aspiring solicitors to listen to the experiences of LGBT+ leaders and role-models, and explore what more can be done to create fully inclusive workplaces where people can be their authentic selves, comfortable in their own identity.

The session will be followed by drinks and canapés where you will be able to meet members of our LGBT+ Group, straight ally colleagues as well as many current trainees.

Everyone is welcome!

To register, click here.

Dealwatch: Slaughters and Ashurst make headlines on i newspaper sale as DLA and A&O dine out on Bookatable acquisition

In a busy week for UK buyouts, Slaughter and May advised Daily Mail and General Trust on the £49.6m acquisition from JPIMedia of i newspaper and its website by its consumer media business, DMG Media.

The Slaughters team was led by corporate partner Rebecca Cousin while an Ashurst  team led by corporate partner Braeden Donnelly advised JPIMedia Group.

Donnelly told Legal Business: ‘The sale of the i newspaper to Daily Mail was a significant first step for JPIMedia in realising value for bondholders. It is also part of a wider trend we are seeing in the UK print media market where consolidation is picking up pace as media owners respond to slowing print sales and increased competition from online alternatives.’

The deal was completed on 29 November. Ashurst previously advised Johnston Press on its acquisition of the i newspaper business from Independent Print Limited in 2016.

Meanwhile, DLA Piper advised Michelin on the sale of London-headquartered restaurant reservation business Bookatable to TripAdvisor company TheFork.

The acquisition allows competitor TheFork to consolidate in the United Kingdom, Germany, Austria, Finland and Norway meaning that 14,000 restaurants on Bookatable will join the 67,000 restaurants available on TheFork.

The DLA team was led by London partner Tim Wright and Paris partner Simon Charbit while an Allen & Overy team led by Richard Browne advised TripAdvisor.

The acquisition follows Michelin’s content and licensing partnership with TripAdvisor and its subsidiary TheFork. The partnership means that Michelin guide inspectors will be grading restaurants according to the ‘stars, bib gourmand and Michelin plate’ on the TripAdvisor and TheFork websites. 4,000 restaurants in Europe will also be available on TheFork and the Michelin Guide’s digital platform.

French firm Gide advised Michelin on the partnership with a team led by partner Guillaume Rougier-Brierre.

Elsewhere, Travers Smith has advised New York Stock Exchange-listed company Noble Corporation on the acquisition of its 50%interest in the Bully I and Bully II drillship joint ventures by a subsidiary of Royal Dutch Shell for a value of $166m.

Shell will pay a final cash settlement of roughly $59m of to Noble for its two drillships. Nobel, which owns and operates fleets in the offshore drilling industry, issued a note payable to Shell which satisfied a portion of the buyout price.

The Travers team was led by corporate partner Richard Spedding and Shell was advised in-house.

Finally, Addleshaw Goddard advised the promotional products company Pebble Group on its flotation on the AIM market with a fundraising value of £135m. It is the eighth IPO on AIM this year and the largest in terms of funds raised. The firm also advised on the £28m essensys listing in May and the £57m Brickability Group IPO in September.

The Addleshaw team was led by corporate partner Richard Lee. Lee told Legal Business: ‘What it means for the group is that they are no longer a private equity owned business and they no longer have the debt structure that goes with the private equity ownership. It gives them an improved balance sheet because the funds they raised in the IPO have been used to pay off the debt which they were previously carrying.

‘There were preferred share structures in there, plus loan notes, plus bank debts and the purpose of the fundraising for the company was to clear out that debt,’ added Lee.

The equity fundraise was managed by Berenberg with Grant Thornton acting as adviser. A London Bird & Bird equity capital markets team led by Adam Carling advised Berenberg as broker and Grant Thornton as nominated adviser.

muna.abdi@legalease.co.uk

This article first appeared on Legal Business.