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Joint ventures and strategic alliances lawyers

Joining with a partner can be a way to advance your geographic or strategic ambitions – however, the venture must be set up appropriately. Our joint venture lawyers will discuss your goals and then advise on the most suitable structure and help to negotiate agreements.

Choosing to work with a partner in order to expand your business, either geographically or strategically, should be an exciting opportunity, not a project derailed by negotiations over structural changes or tax implications.

That’s where we come in. No matter the specific challenges of a project, we are a firm of joint venture lawyers who keep the priorities of our clients in mind and work toward solutions that meet their long-term goals. We have the cross-industry knowledge and the global team experience necessary to launch your venture smoothly anywhere in the world.
 

After taking the time to understand your goals, we can advise on the most advantageous structure in our capacity as a joint venture solicitor and help negotiate joint marketing agreements, joint development licenses and other strategic contractual arrangements.

We assisted a London-based private members' club when it was looking to acquire a US restaurant as part of a larger joint venture. We advised them on the significant structural reorganization that accompanied such an acquisition. We also helped secure a 60% investment from an American billionaire, which put our client on the path to opening numerous additional clubs and restaurants in locations including London, Istanbul, Barcelona and Malibu.

After more than a century of advising successful individuals, we are a joint venture law firm that is experienced in guiding clients. We understand that new corporate adventures can be deeply personal for some business owners. 

For instance, we recently advised a multi-generation, family-owned maker of high-end kitchen products as they searched for a new manufacturing partner. We connected them with another family-run business from North Africa, ensuring that they would be able to maintain the product quality that has allowed it to expand to 60 countries since 1882.

Track record

US$1.3 billion joint venture

Represented for Indonesian power plant owner, PT PLTG Celukan Bawang, in the joint venture and cooperation with Chinese conglomerate, Shanghai Electric Group Co., Ltd, in developing, building and owning a gas-fired power plant in Indonesia valued at over US$1.3 billion. 

USD 20 million fundraising

Represented Alami Technologies on its USD 20 million fundraising led by AC Ventures, Golden Gate Ventures, and Quona Capital. 

Largest Series B fundraising in Indonesia in 2020

Represented Kejora Ventures on: (i) Indonesian logistics business SiCepat Ekspres Indonesia's blockbuster USD 150 million Series B fundraising; and (ii) an associated secondary purchase of shares in SiCepat Ekspres from existing shareholders. 

Largest Series B fundraising in Indonesia in 2020

Represented Kejora Ventures on: (i) Indonesian logistics business SiCepat Ekspres Indonesia's blockbuster USD 150 million Series B fundraising; and (ii) an associated secondary purchase of shares in SiCepat Ekspres from existing shareholders. 

Series A investment

Represented Altara in its Series A investment into Sampingan, an Indonesian-based start up. Altara is a Singapore-based early stage venture capital fund, and led the Series A funding alongside other investors such as Golden Gate Ventures, Antler, Access Ventures and iSeed SEA. 

Strategic acquisition of the Uttam entities

Acted as Singapore counsel to Nithia Capital in relation to its joint venture with CarVal Investors to acquire Uttam Galva Metallics Limited and Uttam Value Steels Limited.

Product manufacturing company

Represented a product manufacturing company on its two parallel joint ventures in Hong Kong and Shanghai regarding the manufacturing and distribution of products using the "Germagic" technology on antimicrobial coating for long-term disinfection of surfaces.

Acquisition of a Shenzhen apparel business and joint venture

We advised a PRC-based, Hong Kong-listed fashion group in its acquisition of a Shenzhen apparel business and proposed joint venture with an Italian fashion group.

Product brands joint venture

We advised a US juvenile products brands in its proposed joint venture with a Hong Kong-listed group.

UK Cabinet Office

Acted for a facilities management company in tender to provide conferencing and related services to the UK Cabinet Office.

Acquisition of a Shenzhen apparel business and joint venture

We advised a PRC-based, Hong Kong-listed fashion group in its acquisition of a Shenzhen apparel business and proposed joint venture with an Italian fashion group.

Product brands joint venture

We advised a US juvenile products brands in its proposed joint venture with a Hong Kong-listed group.

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.

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.

State Bank of India in luxury hotel development

The Old War Office at 57 Whitehall, London is a prestigious and historic building. We were proud to act for State Bank of India in its client Hinduja Group's purchase of the site, which is to be converted into a luxury hotel.

Acquisition of a Shenzhen apparel business and joint venture

We advised a PRC-based, Hong Kong-listed fashion group in its acquisition of a Shenzhen apparel business and proposed joint venture with an Italian fashion group.

UK Cabinet Office

Acted for a facilities management company in tender to provide conferencing and related services to the UK Cabinet Office.

Bella Freud

We advised Bella Freud on additional venture capital from The Pembroke Fund for the Bella Freud fashion label and a proposed exclusive distribution agreement with international hotel group ME Hotels for her fragrance and lifestyle brand Bella Freud Parfum. Freud started working for another of the firm's clients, Vivienne Westwood, during the 1980s before setting up her own design company. She is the daughter of artist Lucian Freud and the great granddaughter of the inventor of psychoanalysis, Sigmund Freud.

Casa Vincola Zonin and Tramite

We advised Casa Vincola Zonin and Tramite to establish a joint venture company in the US, to import and distribute of Italian wine and food in the North America market. Founded in 1821 by the Zonin family, it is Italy's largest privately owned vineyard and winemaking company with 9 estates in the most important wine producing regions in Italy and consistently produces some of Italy's best wines and sells 25 million bottles annually throughout 69 countries.

Soho House joint venture

We advised on the reorganisation of Soho House's casual dining business - brands, Pizza East, Chicken Shop, Dirty Burger - worth about £40 million - into a joint venture in order to facilitate financed roll out of outlets internationally at an ambitious rate.

Newlat

In partnership with Newlat, a leading Italian food producer, we advised on the acquisition of Kraft Heinz’s Italian infant food and nutraceuticals production plant. The Parma plant owned by US food giant Kraft Heinz, produces the well-known Plasmon biscuits as well as pasta, liquid milk, dry milk and cereals, among other products. The deal included an arrangement for Newlat to manufacture infant milks and nutrition products including Kraft Heinz owned products. The Newlat Group is one of the top ten players in the Italian food sector, with a turnover exceeding US$355 million. Its business is focused on milk and wheat-based products, with an existing base of 11 production plants.

Renault on the acquisition of Lotus F1

We advised Renault on its €1.5 billion investment in motorsport and technology. This was a multi-jurisdictional and multi-party project involving Mr Bernie Ecclestone, CVC, FIA, key sponsors of Lotus, incoming and outgoing drivers of Lotus F1 as well as outgoing minority shareholders.

Thor Equities and Invesco

Via della Spiga 26 is a beautiful building in the 'golden triangle' of Milan, housing Dolce & Gabbana's flagship store as well as the offices of Tiffany & Co. We helped Thor Equities and Invesco to acquire the site, negotiating with a family who had held the property for generations and were initially locked in dispute between themselves. Our clients and the vendors were grateful for our help in brokering what had seemed an impossible deal.

Two food entrepreneurs

We used our experience of working with entrepreneurs to help the founders of a food business providing goods to UK high-street retailers as they sold their company. Our lawyers assisted with the commercial aspects of the sale to a private equity firm, handling complex UK remittance tax issues and US tax issues. We were also involved in our clients’ reinvestment in a new holding company.

Successful financial services senior executive

Withers was called on to act for a well-known managing partner of an international investment firm when his reputation was under threat. Our robust approach to reputation management prevented the filing of false statements in a form U-5 (Uniform Termination Notice for Securities Industry Registration) that would have had a detrimental effect on his future career and earnings.

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.

Product brands joint venture

We advised a US juvenile products brands in its proposed joint venture with a Hong Kong-listed group.

EPC contract advice to retro-fit coal fired power stations with 'green' technology

We advised an American specialist engineering contractor on EPC contracts to retro-fit existing coal fired power stations with 'green' technology. These contracts were based on various FIDIC, NEC3 and bespoke terms. We also offered additional advice on joint venture arrangements with other specialist contractors.

Casa Vincola Zonin and Tramite

We advised Casa Vincola Zonin and Tramite to establish a joint venture company in the US, to import and distribute of Italian wine and food in the North America market. Founded in 1821 by the Zonin family, it is Italy's largest privately owned vineyard and winemaking company with 9 estates in the most important wine producing regions in Italy and consistently produces some of Italy's best wines and sells 25 million bottles annually throughout 69 countries.

Two food entrepreneurs

We used our experience of working with entrepreneurs to help the founders of a food business providing goods to UK high-street retailers as they sold their company. Our lawyers assisted with the commercial aspects of the sale to a private equity firm, handling complex UK remittance tax issues and US tax issues. We were also involved in our clients’ reinvestment in a new holding company.

A New York financial services company

At Withers we like a challenge, so it is always pleasing to be presented with complex cases such as a reverse triangular merger on which we were instructed by a client that held extensive real estate in New York City and Long Island. Our client wished to transfer stock in the merger, and requested advice on shareholder liability as well as the state and city real estate taxes.

The CEO of a globally recognized jewelry brand

This well-known, publicly held brand has more than 1,200 retail outlets throughout the US. We negotiated a new package (valued in excess of $2 million annually) on behalf of the incoming chief executive.

Chief financial officer of software firm

We represented the chief financial officer of a software company in connection with a SEC investigation. The commission was alleging that there had been accounting improprieties on our client's watch, but we were able to obtain a favourable resolution of all charges.

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.

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.

Max Mara - Jennifer Garner campaign

Italian fashion house Max Mara has a long history of designing luxury couture clothing and has a strong reputation as one of the world's top fashion brands. When their latest campaign involved offering American screen actress Jennifer Garner the opportunity to be the face of their new sunglasses range, Withers was there to assist and provide advice for the agreement.

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.

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.

Our team

M. Ridgway Barker

M. Ridgway Barker

Partner | Greenwich

M. Ridgway Barker

Partner | Greenwich

Corporate

Mark Lynch

Mark Lynch

Partner | London

Mark Lynch

Partner | London

Corporate

Polly Chu

Polly Chu

Partner | Hong Kong

Polly Chu

Partner | Hong Kong

Corporate

Daniel Tang

Daniel Tang

Partner | Hong Kong

Daniel Tang

Partner | Hong Kong

Corporate

Naoki Ueyama

Naoki Ueyama

Partner | Tokyo

Naoki Ueyama

Partner | Tokyo

Commercial real estate

Toshihiko Tsuchiya

Toshihiko Tsuchiya

Partner | Tokyo

Toshihiko Tsuchiya

Partner | Tokyo

Commercial real estate

Sherlin Tung

Sherlin Tung

Registered Foreign Lawyer (New York) - Withers Hong Kong, Partner - Withersworldwide | Hong Kong

Sherlin Tung

Registered Foreign Lawyer (New York) - Withers Hong Kong, Partner - Withersworldwide | Hong Kong

Litigation and arbitration

Graham Webster

Graham Webster

Partner | London

Graham Webster

Partner | London

Corporate

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