Recent corporate matters include:

  • Astra Games Limited: Advised on the acquisition of, and investment in, CP Asian Solutions Corp, a company incorporated in the Philippines to provide real time, live interactive casino/gaming services over the internet in the Asian market space.

  • Harp International Holdings Limited: Advised the shareholders on the sale of 75% of its issued share capital to French conglomerate, Gazechim.

  • Van Oord NV and their UK subsidiary Van Oord UK Limited: Advised on the acquisition of specialist marine civil contractor J.T. Mackley & Co Ltd. This acquisition will strengthen Van Oord’s leading position in the UK flood defence and coastal construction market.

  • Sale of Prevx Group Limited to Webroot Software Inc. We advised the shareholders of Prevx Group Limited, a UK based anti-malware solutions provider, on the sale of the company to US internet security company, Webroot Software Inc.,a Delaware corporation. The deal was complex in light of the international jurisdictional issues involved, the significant size of the shareholder base (with some 120+ shareholders), and the structure of the consideration payable.

  • Sale of Capper & Co Ltd to A.F.Blakemore & Son Limited. We advised on the multi-million pound sale of the entire issued share capital of Capper & Co Ltd. To A.F. Blakemore and Son Limited (resulting in a combined business with a turnover in excess of £1 billion). Our corporate team advised over 60 shareholders, many based in the UK, but with several shareholders in Germany, Israel, Canada and Switzerland.

  • Takeover of Castle Support Services plc. We advised on the £127.5 million takeover of Castle Support Services plc, a company listed on AIM by Sulzer (UK) Holdings Limited (a subsidiary of a Swiss listed company).

  • DVB Bank SE, Mitsubishi Corporation & Development Bank of Japan. We advised European transportation finance specialist DVB Bank SE during the sale of its majority stake in Bridgend-based TES Holdings Limited to Mitsubishi Corporation and the Development Bank of Japan. Mitsubishi Corporation took a 35% share of TES Holdings and the Development Bank of Japan took a 25% stake. The sale took place by way of international auction and was conditional on clearance being received from the European Commission.

  • Acquisition of Kraft Altoids. Our corporate team advised WM Wrigley Jr Company on its acquisition from Kraft of Kraft's Altoids business and assets in the UK. The acquisition was part of Wrigleys' £820m global acquisition of Kraft's non-chocolate confectionery division, and we worked alongside US law firm, Skadden, Arps, Slate, Meagher & Flom LLP on the deal.

  • Corporate Tax advice. Our corporate Tax specilaists advised a UK headquartered client on the tax effects of sending senior employees on secondment to overseas subsidiaries including providing advice on the use of dual employment contracts and tax equalisation payments.

Recent cross border disputes matters include:

  • Advising a multi-national energy provider in a breach of contract dispute concerning the ability of customers to back out of volume purchase commitments that caused a substantial hedging loss to the provider;

  • Acting for a global manufacturer of surface and underground mining equipment in the defence of a $142m claim arising out of alleged system failures during early years of extraction equipment;

  • Acting for a German national administering the substantial estate of a Swiss deceased, obtaining appointment in English Court as administrator ad colligenda bona and in such capacity bringing proceedings for seven figure compensation against London auction house. Co-ordinating and liaising with German and Swiss lawyers in relation to numerous proceedings before German and Swiss Courts;

  • Drafting a legal commentary on selected articles of the Rome I Regulations on contractual obligations for the harmonisation of private international law to be incorporated into a general commentary on the Regulations for use by the Supreme Court of the Czech Republic. Reflecting on the history and development of the Regulations, including comparison to the Rome Convention, and analysing the probable future interpretation of the clauses by the English courts. Concentrating on the practical application of the Regulations and reflecting on existing case law. Researching, reviewing and analysing numerous legislation, commentaries, articles and cases in preparation of the commentary.

Recent insolvency & restructuring matters include:

  • Bertelsmann SE & Co. KGaA: Advising a German creditor and ultimately applying for the annulment of bankruptcy orders obtained by two of its debtors who have engaged in cross-border forum shopping or “bankruptcy tourism” by moving to the West Midlands for the purpose of being declared bankrupt under English law to try to avoid substantial ongoing litigation in Germany. One the eve of the hearing the debtors consented to their bankruptcies being annulled and the bankruptcy petitions being dismissed as requested by the creditor based upon lack of jurisdiction, and to a costs order in favour of the creditor.

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