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M&A: Seller's Counsel

DAC Beachcroft Advises Probability Plc on £18m Takeover

09 May 2014

International law firm DAC Beachcroft has advised longstanding client Probability Plc, a leading mobile phone gaming company, on its £18 million takeover by GTECH UK Interactive Ltd.  The offer was effected by way of a scheme of arrangement under Part 26 of the Companies Act 2006.
 
The Scheme, which became effective on 2 May, sees GTECH acquire the entire issued share capital of AIM-listed Probability.  GTECH SpA is a leading commercial operator and provider of technology in the regulated worldwide gaming and lottery markets.

Squire Sanders Represents prAna Living in US$195 Million Acquisition by Columbia Sportswear Company

09 May 2014

Squire Sanders represented lifestyle apparel brand prAna Living LLC in its sale to Columbia Sports Company, an innovator in the global outdoor apparel, footwear, accessories, and equipment industries. prAna will join Columbia’s stable of sports apparel brands, including Columbia, Mountain Hardwear, Sorel, and Montrail. The deal is valued at approximately US$195 million. prAna has been controlled by its majority owner, Steelpoint Capital Partners, also a Squire Sanders client.

Freshfields advises Novartis on inter-conditional transaction

06 May 2014

Freshfields Bruckhaus Deringer is advising Novartis on the following inter-conditional transaction:

  * The acquisition of oncology products from GSK and the agreement to become GSK’s preferred commercialisation partner for its oncology pipeline for a US$14.5bn payment and up to US$1.5bn contingent on a development milestone
  * The formation of a world-leading consumer healthcare business in a joint venture with GSK, of which Novartis would own 36.5%
  * The sale to GSK of the Novartis Vaccines Division (excluding flu) for up to US$7.1bn plus royalties

Travers Smith advises all selling shareholders, including Phoenix Equity Partners, on the sale of NFT

06 May 2014

A Travers Smith team, led by Private Equity partner James Renahan, has advised all selling shareholders, including Phoenix Equity Partners, on the sale of NFT Distributions Operations Limited ("NFT"). NFT is the UK market leader in chilled food distribution and has been sold to EmergeVest (a private investment boutique).

Hill Dickinson advises as Coulter Hurst & Co is acquired by Stackhouse Poland

06 May 2014

Hill Dickinson has acted as Coulter Hurst and Company Limited is acquired by leading independent insurance broker, Stackhouse Poland. Founded in 1999, Liverpool-based Coulter Hurst is an insurance and risk management practice which specialises in the commercial property and professional insurance sectors. Stackhouse Poland’s acquisition of Coulter Hurst will see their operating footprint extend from being a predominantly London and South East broker to the North West and takes the Group close to the £100m GWP barrier.

DAC Beachcroft Advises On Takeover of Millennium Trilogy Publishing House

06 May 2014

DAC Beachcroft has advised longstanding client Quercus Publishing Plc on its £12.6 million takeover by Hodder & Stoughton, a UK division of French publishing house, Hachette.

The deal is only the sixth conducted as a formal sale process under the Takeover Code that has ultimately led to a firm offer.   The offer of 60 pence per share for the London publisher was formally announced by Hodder & Stoughton on 25 March and went wholly unconditional on 24 April.

DLA Piper advises EVRAZ plc on the sale of its Czech subsidiary EVRAZ Vitkovice Steel

02 May 2014

DLA Piper has advised EVRAZ plc ('EVRAZ') on the auction sale of its wholly-owned Czech subsidiary EVRAZ Vitkovice Steel ('EVS') to a consortium of private investors for a total consideration of US $287 million.

The DLA Piper team was led by partners Constantine Lusignan-Rizhinashvili (Corporate, Moscow) and Julien Hansen (Corporate, Moscow), who were assisted by associates Andrei Sheetkin (Corporate, Moscow) and Adam Hartley (Corporate, Moscow).

Clifford Chance advises Chequers Capital on the sale of Silver Care to Orpea

30 Apr 2014

Clifford Chance has advised European financial investor Chequers Capital, Paris, on the sale of Silver Care Group, a Munich-based operator of nursing homes, to the French company Orpea.

The Silver Care Group comprises of 61 nursing homes with a total of approx. 6,000 beds. The Silver Care Group generates a turnover of about EUR 200 million.

Orpea operates 521 care facilities across Europe – homes for elderly as well as rehab hospitals and psychiatric nursing homes – with more than 51,000 beds.

King & Wood Mallesons SJ Berwin advises Steadfast Capital on sale of bakery chain Dahlback to Deutsche Beteiligungs AG

28 Apr 2014

Private equity funds advised by Steadfast Capital have sold their majority shareholding in Dahlewitzer Landbäckerei GmbH – the holding company of Dahlback – to Deutsche Beteiligungs AG, a German private equity investor. With 357 bakery outlets and 2,300 employees, Dahlback is one of the largest bakery chains in Germany. The transaction is subject to approval by the German Federal Cartel Office.

Cable & Wireless Communications - sale of Monaco Telecom

28 Apr 2014

Slaughter and May is advising Cable & Wireless Communications Plc (CWC) on the sale of Compagnie Monégasque de Communication S.A.M., the holding company for its 55% interest in Monaco Telecom S.A.M. (Monaco Telecom), to a private investment vehicle controlled by Xavier Niel, the French entrepreneur and industrialist. The aggregate consideration for the sale (on a cash and debt-free basis) is EUR 321,788,000 (US$445 million).