Acquisition and leveraged finance

We represented Control Risks Group Holdings Ltd on a £28 million loan financing from a major bank to support international operations.

We acted for Oceanpro Investments Limited as borrower on its US$32 million loan facilities from a major bank. This loan was used for the purpose of indirect acquisition of stakes in an Indonesian coal mining company, PT Kutai Bara Nusantara.

We acted for PT Recapital Advisors in respect of its US$600 million loans from the Singapore branch of a major bank. The loans were taken in connection with the purchase by a Recapital subsidiary of 90% of the shares in PT Berau Coal.

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.

We advised a Turkish bank in financing the privatisation of the airport in Prishtina, Kosovo via a public private partnership with a Turkish and French consortium. This included advising on the PPP Agreement, the ‘bankability’ of that document, and the relevant direct agreement.

Withers acted for a Chinese leasing company in the sale and leaseback of 139,941 containers by a Chinese marine shipping company. The acquisition was financed by a USD$233 million loan facility from a German bank and a Chinese bank in Singapore.

We represented Astelit, a Ukrainian telecommunications company controlled by Turkish GSM operator Turkcell, on a $540 million financing (at such time the largest private financing in Ukraine) to expand its mobile network.

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.

Radicle Projects Plc is an investor in Australian agribusiness projects, including bio forests and energy crops. We advised on Radicle Projects Plc's convertible debt offering of and listing on Luxembourg Stock Exchange's Euro-MTF market.

We advised Sogefi SpA in a €160 million facility arranged by ING Bank NV, Milan Branch (1), Intesa Sanpaolo SpA (2) and ING Bank NV, Milan Branch as agent (3) for the refinancing of existing indebtedness and general corporate purposes.

We advised Targetti Sankey SpA in a €242 million syndicated loan to assist in the acquisition of the Danish lighting company Louis Poulsen Lighting A/S.

We assisted US based and NYSE listed telecommunication companies in various assets acquisitions in Mexico, Brazil and Argentina.

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.

A major UK investment manager turned to Withers when it needed to put in place the most tax-efficient strategy for its UK principals. We were happy to devise a strategy based on our in-depth knowledge in this area.

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.

Our civil fraud team acted for the largest oil and gas company in Central and Eastern Europe, winning a $40 million settlement after a London court agreed that our client had been fraudulently sold a lower grade of crude oil than it believed it was purchasing from the commodities trader Glencore.

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.

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.

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.

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.

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.