Acquisition and leveraged finance
Whether you are hoping to add a new arm to your business, or are looking for interim finance to assist with cash flow, Withers can help.
Acting in both business buy-outs and buy-ins, we advise world-class banks and other financiers, as well as borrowers, purchasers, management teams and institutional investors. We offer in-depth guidance on a full range of debt facilities, such as senior debt, mezzanine and working capital facilities.
We have acted on numerous bond issues and listings on the Luxembourg Stock Exchange.
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27 March 2018 - Article
Meet the team
How the team can help
Track record
Europa Investimenti
Europa Investimenti and its subsidiary Cose Belle d'Italia have a long-standing track record of success in investment and financial transaction facilitation. When Europa Investimenti embarked on an acquisition of the controlling share in luxury yacht manufacturer Apreamare, Withers offered facilitation and advice for the purchase.
A European investment advisor
A European-based investment advisor approached Withers for advice on structuring its worldwide operations and other issues in the US. Because of our in-depth of knowledge of international markets, we were able to help with US withholding obligations as well as reporting obligations for US customers and accounts.
A computer component manufacturer
A leading global computer component manufacturer with operations around the world, including the US, Singapore and China contacted Withers when it needed to carry out a major worldwide restructuring. Our team has lawyers across many jurisdictions and was glad to advise on issues of anti-expatriation, earnings stripping and transfer pricing.
Software entrepreneurs
When the founders of a highly successful software company decided to sell the business to one of the world's largest equity houses, Withers was on hand to make sure the deal ran smoothly. We devised a tax-efficient exit for the founders and reduced their exposure to any future disputes, should they arise. Since the deal was completed, the founders have also come to us when they wanted to reinvest the sale proceeds into new ventures.
A financial services company
Withers was called in when the partners of a large financial services company needed to review its structure and convert to a limited liability partnership. Our team undertook a detailed review of the business and its assets. We then advised on a fresh strategy, taking into account the personal tax profiles of the partners, relevant regulatory issues and risk management. We also helped with succession planning and the company's future goals.
A new global members' club
We are currently helping a new entity that is establishing a worldwide private members' club to include up to 65 five-star properties worldwide. We began by assisting on the debt financing with a bulge bracket lender. With locations expected to include Scotland, England, New Zealand, the US and the Caribbean, there are also numerous property deals in the works and we are negotiating management contracts to run the clubs.
A UK investment manager
A leading Italian company
We acted for a leading manufacturer of explosives and specialty chemicals in a long-running dispute over the design rights to multiple warhead systems. In an unusual case, the court had to assess the impact of the alleged infringers’ mental capacity when deciding whether their alleged acts amounted to infringement under the law.
A Singaporean company
Our global reach is particularly helpful to us when acting for clients with international interests, as when we helped a Singapore-based client to enforce its intellectual property rights in the Netherlands. Our client had been subject to false allegations by its Dutch counterpart of IP infringement, which we were able to refute.
OMV Petrom
An Azerbaijani-owned company
Increasingly, we are called upon to represent corporate clients in international arbitration. For example we acted at the London Court of International Arbitration (LCIA) on behalf of a subsidiary of an Azerbaijani company that was in dispute with a conglomerate of Israeli companies over a joint venture agreement. The case related to a license to drill oil just off the coast of Israel.
A Russian holding company
We acted on behalf of the holding company and shareholders behind one of the largest conglomerates of heavy industrial companies in Russia. The company was in dispute with a bank over the basis of a loan the bank had given it. The complex legal proceedings included an LCIA arbitration in London, anti-suit injunctions and injunctions in the Netherlands.
Targetti Sankey SpA
Ariston Thermo SpA acquisition of a UK distributor of boilers
Ariston Thermo SpA is one of the world's leading manufacturers of boilers, burners and solar thermal equipment, with a current turnover of €1.1 billion, they have 6,500 employees and are present in 10 countries with 18 production sites and distribute their products in over 150 countries. Withers have advised on the acquisition of a UK distributor of boilers on Ariston Thermo SpA's behalf.
International Marine Services Pte. Ltd purchase of marine logistics business
International Marine Services Pte. Ltd ("IMS") is a subsidiary of Scomi Marine Berhad, a company listed on the Main Board of Bursa Malaysia. Withers acted for IMS in respect of its approximately USD$170 million loan from a major offshore bank, which was taken in connection with the purchase of the entire marine logistics business from Chuan Hup Holdings Limited for SGD$570 million in Singapore.
Sale and leaseback of 139,941 containers by a Chinese marine shipping company
MediaRing Ltd US$82 million loan for takeover
US$437 million loan restructure
We acted for PT Bakrie & Brothers Tbk and Long Haul Holdings Ltd on the restructure of a US$437 million loan. This loan was from various financial institutions with the Singapore branch of a major bank as the structuring agent, and related to the acquisition of a 29.2% interest in PT Bumi Resources Tbk from Asia Resource Minerals plc for US$501 million in cash and the disposal of the Bakrie Group's entire 23.8% indirect interest in Asia Resource Minerals plc to Ravenwood Acquisition Company Limited.
US$1.345 billion loan for PT Bakrie & Brothers Tbk and Long Haul Holdings Ltd
US$600 million loans for purchase of 90% of shares in PT Berau Coal
Targetti Sankey SpA
Sogefi SpA
Astelit
US telecommunication companies asset acquisitions
Radicle Projects Plc
Financing the privatisation of the airport in Prishtina, Kosovo
US$195 million worth of loans for PT Bumi Resources Tbk
We acted for PT Bumi Resources Tbk as borrower on US$195 million worth of loans arranged by two major banks. The proceeds of the loans were used to finance the acquisition of 5% of shares in PT Kaltim Prima Coal during a corporate restructuring. <br /> <br /> These transactions were part of 13 related transactions which were aimed at reducing BUMI’s existing debt with China Investment Cooperation. This loan transaction was taken with intercreditor arrangements in place, where creditors agreeing to accede to the intercreditor arrangements share a pool of common security with other creditors. This transaction also involved a repayment mechanism based on existing cash distribution and waterfall agreements.
US$32 million loan for the indirect acquisition of stakes in Indonesian coal mining company
Control Risks Group Holdings Ltd £28 million loan financing
Financing of acquisition of 93.5% stake in Grand Hotel Europe
We acted as counsel to IFC in connection with the financing of the acquisition by Orient Express Hotels of a 93.5% stake in St. Petersburg's historical Grand Hotel Europe. The deal marked the largest single property acquisition in Russia at that time and was the first ever acquisition financing by IFC in Russia.
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