Joint ventures and strategic alliances

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

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. 

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. 

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. 

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.

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.

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.

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

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

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.

Acted for a public junior gold mining company in a transformational recapitalization (forcing the conversion of preferred stock and amending the terms of a joint venture to reduce the company's remaining obligations) that created a significantly more efficient capital structure and improved the company's liquidity.

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.

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.

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.

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.

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.

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.

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.

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.

We advised the partners in relation to a review of the structure of the their business, optimizing succession planning and convert to a limited liability partnership status. We undertook an extensive review of the business and its assets. This included examining the tax profiles of each partner as well as regulatory issues, inherent business risk and setting goals for the future.

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.

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.

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.

With much of our history focused on acting for successful individuals, families and entrepreneurs, we are not afraid to go up against large financial institutions. In one complex case, we acted against one of the largest UK banks in a dispute relating to a loan for the development of a household name supermarket, and the use of an interest rate swap to ‘hedge’ the loan.

An Italian luxury yacht builder consulted Withers when it found itself in dispute with a Maltese client over a shipbuilding agreement. This was essentially a contractual dispute involving delay, construction in accordance with strict shipbuilding specifications and a claim for liquidated damages.

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.

Switzerland's long-term stability and security has long encouraged investors and high net worth individuals to use Switzerland’s many banks and advisors for their assets. We brought a claim on behalf of a family investment vehicle, managed in Switzerland, that it had been negligently advised by Merrill Lynch Investment Bank.

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.

Withers has a strong track record in representing high-profile and high-net-worth figures in the world of sport. When leading football manager Jürgen Klopp was approached by Liverpool Football Club to become its manager, we represented him in the negotiations for his move and the extension to his contract.

Italian company Newlat specialises in distribution for the agro-food sector, offering a large point of sale network across Italy and further abroad. Withers offered advice to Netlat to assist during their acquisition of a manufacturing plant in Ozzano Taro, Italy from Heinz.

Renault Group is a French automobile manufacturer with long history in motorsport. When Renault was interested in the purchase of a controlling stake in Lotus F1 Team Ltd, Renault Group and Gravity Motorsports S.a.r.l. came to Withers for advice on the acquisition.

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.

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.

The founder of this highly successful online clothing retail business wanted to sell a large stake to a leading luxury goods conglomerate. As the go-to law firm for fashion entrepreneurs, Withers was brought in to ensure that the value of our client's stake was protected and negotiate a fresh incentive package. We then worked to achieve a tax-efficient strategy for the disposal of part of the founder's interest.

Withers is proud to have represented global Italian retailer Diesel during the launch of their reinventive new brand DieselReboot. During the launch, Withers worked alongside Diesel's newly appointed artistic director Nicola Formichetti and advised on the brand's new aims to 'rediscover and reactive the DNA of Diesel'.

Jigsaw is a leading name in the UK's retail market, offering high-quality, elegant clothing. John Robinson, the founder, and Robinson Webster (Holdings) Ltd, contacted Withers when a former finance director claimed sexual discrimination, unfair constructive dismissal, pregnancy and maternity discrimination as well as less favorable treatment as a part-time worker. We successfully argued at an employment tribunal that she had been treated fairly and the claims were dismissed.

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.

Representing a global media company in forming a joint venture with a listed company in Hong Kong in respect of its media and networking business in the PRC and Taiwan.