Clifford Chance advises KKR on €1.5 billion bolt-on acquisition

Telxius has agreed to acquire, from Telefonica’s subsidiary in Germany (O2 Deutschland), circa 10,100 mobile sites in Germany for €1.5 billion. The deal also includes a built-to-suit undertaking by means of which Telxius will build 2,400 new sites in Germany in the next four years so that O2 Deutschland can rapidly scale its tower footprint to meet existing obligations with the German government.

The €1.5 billion consideration will be mainly funded by a capital increase of Telxius to be subscribed by its existing shareholders. In 2017, KKR acquired a 40% stake in Telxius, Telefónica’s global telecommunications infrastructure company. The Spanish telecom giant retains an indirect controlling stake in Telxius, through a partnership with Pontegadea (Amancio Ortega’s investment platform).

The Clifford Chance multijurisdictional team advising KKR was led from Madrid and Frankfurt by Corporate partners Javier Amantegui, Frederik Mühl and Samir Azzouzi and senior associate Jorge Martín Sainz, and included advising on: (i) Spanish law matters by Daniel García and Laura Geli, from Corporate; Rodrigo Uría and Juan Puras, from Finance; and Jaime Almenar and Octavio Canseco, from Regulatory; (ii) German law matters by Gerd Hegele, from Corporate; Dennis Blechinger and Amrei Fuder, from Real Estate; and Dimitri Slobodenjuk, from Regulatory; and (iii) Luxembourg law matters by Christian Kremer, Mélissa Kdyem and Nina Aymé, from Corporate; and Marc Mehlen, Veronika Kaszas and Tjasa Perger, from Finance.

Bringing true mettle to complex multijurisdictional deals

Eversheds Sutherland has advised Sims Metal Management Limited (Sims) on the agreed €83.5m sale of its European compliance scheme orientated recycling operations to German-based TSR Recycling, a subsidiary of REMONDIS Group.

Sims is one of the world’s largest metal and electronics recyclers with over 250 facilities, including joint venture operations, in 18 countries.

The operations that have been sold are located in Germany, Austria, the Netherlands, Belgium and Sweden. The deal, which is subject to competition approval by the European Commission, includes the sale of Sims’ waste electrical and electronic equipment (WEEE) treatment facilities in Sweden, Norway, Belgium and the Netherlands.

The sale does not include Sims’ global e-recycling IT asset disposal business.

The multijurisdictional Eversheds Sutherland team was led by corporate Partner James Trevis with Principal Associate Anthony Cross (corporate, Germany) and Senior Associate Thomas Plant (corporate, UK).

The wider team included Partners Peter Harper (competition, UK), Simon Weppner (tax, Germany), David Beswick (employment, UK), Jane Southworth (EHS, UK) and Tom van Wijngaarden (corporate, Netherlands), Consultant Stephen Rose (competition, UK), Principal Associates Evy Verhaeghe (corporate, Belgium), Claire Morgan (competition, UK), Anique Bitterlich and Marieke Koster (both employment, Netherlands), Senior Associates Christian Lindner (corporate, Germany), Michael Hardiman (employment, UK), Lukas Ploesch (corporate, Austria) and Laetitia Goor (real estate, Netherlands) and Associates Jake Perryman (corporate, UK), Rachael Tattersall (EHS, UK) and Dane Stattin (corporate, Sweden).

James Trevis commented: “This was a complex, multijurisdictional deal where strong collaboration and careful project management was absolutely key. We have a long standing 20 year relationship with Sims and we’re delighted to have been able to assist on what is a notable transaction for them. We look forward to continuing to support Sims in the future.”

Josef Malik, Director of Business and Legal Affairs at Sims Metal Management Limited, commented: “This was a strategically important deal for our company and we are pleased with this outcome. The Eversheds Sutherland team was excellent, combining a comprehensive understanding of our business with first class legal advice, commercial nous and innovative solutions to ensure the very best result.”

AVELLUM advises on large infrastructure financing deal

AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”) in connection with a senior secured loan of up to EUR2.6 million to Negabarit-Service LLC (“Company”), a Ukrainian leader in the oversized and complex auto cargo transportations.

The loan will help financing the Company’s investment programme for the acquisition of up to 42 trucks equipped with advanced GPS systems and 18 trailers. Industrial customers across Ukraine and the EU will have access to a wider range of oversized cargo transport services following the transaction.

The new trucks will decrease the Company’s operating costs by at least 30% due to a reduction in fuel consumption and maintenance expenditure. The new vehicles will be compliant with EURO-6 or higher emissions standards, which will help decreasing nitrogen oxide (NOx) emissions by 80% and carbon oxide (CO) by 22%.

The EBRD is the largest international investor in Ukraine, which has provided almost EUR13.1 billion to fund approximately 418 projects since 1993.

The AVELLUM team was led by senior partner Glib Bondar with support from counsel Maria Tsabal and associates Oleksandra Kupriichuk and Anna Kalabska.

If you would like to get more information, please visit https://avellum.com/en

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Mid-stream mergers and acquisitions for Q3 of 2018

A combined value of US$91.9 billion in mergers and acquisitions (M&A) was announced in Q3 of 2018. This was an increase of 21% from the US$75.9 billion in M&A deals announced in the previous quarter. The number of M&A deals decreased by 20% from 102 in 2Q18 to 82 in Q3 of 2018, according to GlobalData, a leading data and analytics company.

The company’s latest report: ‘Quarterly Midstream Capital Raising Review – Q3 2018’ states that, of the total M&A deals, 58 deals, with a combined value of US$83.6 billion, were domestic acquisitions and the remaining 24, with a combined value of US$8.2 billion, were cross-border transactions. A quarter-on-quarter comparison shows a 12% decrease in cross-border transaction values in 3Q18, compared to US$9.3 billion in 2Q18. However, domestic transaction values increased by 26% in 3Q18 compared to US$66.5 billion in 2Q18.

Energy Transfer Equity’s (ETE) agreement to acquire the remaining stake in Energy Transfer Partners (ETP) for a purchase consideration of approximately US$60.4 billion was the top deal registered in 3Q18. Another landmark deal that was recorded in 3Q18 was Enbridge’s agreement to acquire all of the outstanding public Class A common units of Enbridge Energy Partners, all of the public outstanding shares of Enbridge Energy Management, and all of the issued and outstanding shares of Enbridge Income Fund Holdings, for a purchase consideration of US$7.1 billion.

Americas remained the frontrunner for M&A registering 33 deals, with a total value of US$82.1 billion in 3Q18. Cross-border activity in the region decreased from 9 in 2Q18 to 6 in 3Q18, while domestic acquisitions decreased by 43% from 47 deals in 2Q18 to 27 in 3Q18.

Europe, Middle East, and Africa accounted for 37% share in 3Q18, comprising 31 acquisitions, of which 10 were cross-border and the remaining 21 were domestic acquisitions. The Asia-Pacific region accounted for 20 global deals, or 24% in 3Q18, of which 10 were cross-border acquisitions and the remaining 10 were domestic acquisitions.

The 10 Biggest M&A Deals of 2013

Mergers and acquisitions never reached the fizzy levels experts predicted, but 2013 is still shaping up to be the best year for U.S. deal activity in five years.

Although most mergers and acquisitions ultimately fail to create value for shareholders down the road, it’s hard to say that the economy or markets are truly healthy without them — and that’s not just because investment bankers and corporate law firms need to get paid.

Companies don’t do much wheeling and dealing when markets and the economy are in a funk. A pickup in mergers and acquisitions activity is a sign of confidence — and animal spirits and investor psychology are as critical as anything to ensuring better times ahead.

Despite notching one of the biggest mergers and acquisitions on record, 2013 was hardly a whirlwind of deal activity, but it did pick up smartly.

U.S. mergers and acquisitions volume totalled $865.1 billion in the first nine months of 2013, according to Dealogic. That’s a 39% increase over the same period a year ago — and the highest nine-month total since 2008.

For the top 10 mergers acquisitions of 2013, according to FactSet, read on:

  1. Applied Materials (AMAT) Buys Tokyo Electron (TOELY), $10 billion
  2. Spectra Energy Partners (SEP) Buys Spectra Energy Corp.’s (SE), $9.8 billion
  3. American Airlines (AAMRQ) Buys US Airways (LCC), $11 billion
  4. Thermo Fisher Scientific (TMO) Buys Life Technologies (LIFE), $13 billion
  5. Liberty Global (LBTYA) Buys Virgin Media, $16 billion
  6. Publicis Groupe (PUBGY) Buys Omnicom Group (OMC), $17 billion
  7. Comcast (CMCSA) Buys NBC Universal Media from General Electric (GE), $17 billion
  8. Michael Dell and Private Equity Firm Silverlake Buy Dell, $25 billion
  9. Berkshire Hathaway (BRK.B) and 3G Partners Buy H.J. Heinz, $23 billion
  10. Verizon (VZ) Buys Out Verizon Wireless Stake from Vodafone (VOD), $130 billion