Transactional
Working together across offices and borders, our transactional lawyers handle every aspect of complex, multi-jurisdictional matters. We deliver strategic advice when and where our clients need it, bringing to bear a strong combination of transactional experience, broad industry knowledge, and an understanding of local cultures and customs.
“…the firm’s international M&A work often dovetails with the firm’s excellent investment fund and financial services groups, regularly acting for private equity houses, asset managers and financial service providers as well as public companies on cross-border matters.”
Chambers Global 2023, Corporate/M&A (International & Cross-Border)
Sidley offers the full suite of corporate and transactional services to our diverse global client base across the U.S., Europe, Asia Pacific, India, Latin America, and the Middle East. Our lawyers work seamlessly with in-house teams, as well as with local counsel as needed, to facilitate multinational transactions. This includes navigating all regulatory requirements needed to get the deal through, including multi-jurisdictional antitrust approval, investment screening, and other regulatory proceedings. We draw upon the breadth and depth of our firm’s multidisciplinary practice areas to complement and enhance our transactional experience.
Experience
Select representations of our cross-border experience include the following.
- Advising Stonepeak, an alternative investment firm specializing in infrastructure and real assets with approximately US$57.1 billion of assets under management, on its strategic, preferred investment into AGP Sustainable Real Assets, a Singapore-based global infrastructure and real assets developer and operator.
- Represented Clearlake Capital Group, L.P. in its acquisition of Chelsea Football Club and affiliates in a consortium co-led with Todd Boehly, chairman and CEO of Eldridge. The consortium also included Hansjörg Wyss, founder of the Wyss Foundation, and Mark Walter, co-founder and CEO of Guggenheim Capital.
- Represented Athene Holding in its merger with Apollo Global Management in an all-stock transaction (with Athene valued at approximately US$11 billion).
- Acting as international counsel for GDS Holdings Ltd, a developer and operator of high-performance data centers in Asia with a diverse investor base, on its partnership with the Indonesia Investment Authority, Indonesia’s sovereign wealth fund, to develop and expand the data center landscape in Indonesia.
- Represented Volkswagen AG in its co-investment with Ford Motor Company in autonomous vehicle technology company Argo AI, valuing Argo at US$7.1 billion.
- Represented AmerisourceBergen Corporation, the world’s second largest drug distributor, in its cross-border acquisition of PharmaLex Holding GmbH, a prominent Germany-based provider of specialized services for the pharma, biotech, and medtech industries, for €1.28 billion (US$1.35 billion).
- Represented EdgePoint Infrastructure, an ASEAN–based independent telecommunications infrastructure company backed by DigitalBridge Group, Inc., on its landmark acquisition and leaseback of 2,934 telecom towers in the Philippines from Smart Communications Inc. and Digitel Mobile Philippines, Inc.
- Represented WorleyParsons in the drafting and negotiating of the company's U.S. credit agreement with Bank of America, a US$700 million senior revolving credit facility.
- Representing Canada-based Magna International Inc., a mobility technology company and one of the world’s largest automotive suppliers, in its agreement to acquire the Veoneer Active Safety business from SSW Partners for US$1.525 billion in cash.
- Represented PT Indosat Tbk in the procurement of a satellite from Orbital Sciences Corporation and the related shareholder arrangements with an international satellite operator.
- Represented Lightspin Technologies Ltd. in the sale of all of its issued and outstanding securities to Cisco Systems, Inc.
- Represented Lightspeed and Sequoia as lead investors in the Series C funding round of Aspire, a Southeast Asia-based neobank that offers a full-stack finance operating system for businesses. The funding round was co-led by Lightspeed and Sequoia, with other investors including PayPal Ventures, Tencent, Mass Mutual Ventures and LGT Capital Partners.
- Represented Mapbox, Inc. in its Series E preferred stock financing, led by SoftBank Group Corp.
- Represented Inigo Labs, Inc. in connection with its series seed financing.
- Represented the underwriters in connection with the U.S. Securities and Exchange Commission -registered US$2.75 billion offering of senior notes by BHP Billiton Finance (USA) Limited.
- Represented DigitalBridge Investment Management in the launch of the Xenith IG fiber platform in Asia. Xenith IG was jointly formed by DigitalBridge’s investment management arm and funds affiliated with Columbia Capital.
- Represented Soho House in its US$420 million initial public offering.
- Represented the underwriters in connection with the issuance of Hyundai Capital America Rule 144A and Regulation S offerings of US$750 million.
- Represented Morgan Stanley and Goldman Sachs & Co. LLC, as representatives of the underwriters, in connection with the US$630 million initial public offering of common shares of Bausch + Lomb Corporation.
- Represented IO Biotech in connection with its US$115.1 million initial public offering.
- Represented Argo Blockchain, the only cryptocurrency mining company listed on the London Stock Exchange, in connection with its U.S. Securities and Exchange Commission -registered initial public offering and concurrent Nasdaq listing.
- Represented Partners Group with its investment in the Seabras-1 fiber optic telecommunications cable between the U.S. and Brazil, the first direct fiber optic cable between New York and São Paulo and the first project finance deal for a subsea cable project backed by an export credit agency. This deal was recognized as a 2016 “Deal of the Year” by Latin Finance.
- Represented GSK in establishing a £10 billion EMTN Programme for the Consumer Healthcare group. GSK subsidiaries GSK Consumer Healthcare Capital NV B.V. and GSK Consumer Healthcare Capital UK plc act as issuers under the programme.
- Advised the underwriters in Pharvaris' US$190 million initial public offering.
- Advised Marathon Asset Management, the leading U.S.-based global credit investment manager on the launch of Marathon DCF 2, a credit dislocation fund with a U.S./EU structure and a US$2.5 billion target that enables rescue lending and other forms of lending.
- Worked with Folium, a leading UK-based global biotech food company, to raise their Fund III, which will focus on investments in agriculture and timber, and is targeting US$500 million. This is a cross-border project between the U.S. and the UK.
- Represented UBS PR Funds, the Puerto Rico-based investment bank and financial services company, and Banco Popular in the registration of sponsored funds as well as ongoing representation of such funds. We are also represented certain of these funds in a proxy contest and litigation defense from Ocean Capital, involving nine separate investment funds and monthly adjournments.
- Represented Clearlake Capital in the financing for its reported US$5.4 billion acquisition of Quest Software. The transaction involved committed first and second lien credit facilities. It is also one of Clearlake’s first cross-border acquisitions and required a complex multijurisdictional credit support package.
- Represented EQT Private Equity and PRO Unlimited in the financing for PRO’s acquisition of Geometric Results, Inc. This complex financing included incremental commitments under a multijurisdictional ABL, as well as a new FILO tranche, and incremental second lien notes issued in multiple currencies under an existing indenture.
- Represented Spanish language media company Univision Communications and its parent company, Univision Holdings, Inc., in connection with Univision’s acquisition of the content and media business of Televisa.
- Represented Macquarie Infrastructure and Real Assets Holdings Pty Limited, as private equity sponsor, in connection with the AUS$1.85 billion (US$1.43 billion) term loan B transaction, the largest ever done in the Australian market.
- Represented Safe Harbor Marinas in its US$2.11 billion sale to Sun Communities, Inc., a publicly traded REIT.
- Represented EW Group GmbH in its acquisition of Hygiena from Warburg Pincus.
- Representing Compass Partners and its portfolio company Rodenstock GmbH, a German manufacturer of ophthalmic lenses and spectacle frames, in the acquisition of Rodenstock Group by Apax Funds.
- Represented EQT Private Equity and Verdane Capital in their sale of Forsta to Press Ganey.
- Represented ARDIAN in its acquisition of a majority stake in GBA Group alongside GBA’s management team and Quadriga Capital.
- Represented China Evergrande Group in the introduction of the Dubai-based NWTN Inc as a strategic investor in its EV arm Evergrande New Energy Vehicle for a total investment amount of US$500 million. After the transaction, NWTN will hold a 27.5% stake in NEV.
- Represented Electronics for Imaging, Inc. in the sale of eProductivity Software, to Symphony Technology Group.
- Represented Stonepeak Partners LP in its agreement to acquire a 50% interest in the Key Access Pipeline System, a Canadian natural gas liquids and condensate pipeline system.
- Represented Clearlake Capital Group L.P. in its joint acquisition of Infogix, Inc., a multinational data controls and analytics software company, with TA Associates.
Recognition
Sidley is widely recognized by clients and peers alike as first-in-class for its cross-border capabilities, garnering top rankings and awards around the world.
Latin Lawyer 250 2024 – “Highly Recommended”
Banking and Finance
Corporate and M&A
Energy
Trade
Chambers Global 2023
China – International & Cross-Border Transactions (International Firms) – Band 3
UK – Finance & Capital Markets (International & Cross-Border) – Band 4
UK – Investment Funds & Asset Management (International & Cross-Border) – Band 4
Singapore – International & Cross-Border Capabilities (International Firms) – Band 3
USA – Corporate M&A (International & Cross-Border) – Band 4
USA – Investment Funds & Asset Management (International & Cross-Border) – Band 2
USA – Finance & Capital Markets (International & Cross-Border) – Band 2
USA – Life Sciences & Pharmaceutical Sector (International & Cross-Border) – Band 2
USA – Energy Sector (International & Cross-Border) – Band 2
USA – Technology Sector (International & Cross-Border) – Band 4
Bloomberg, Mergermarket, and Refinitiv 2023 M&A/PE league tables – Top 10 ranking for Latin America deals by deal count
LMG Life Sciences 2023
Corporate – Tier 2
Mergers and Acquisitions – Tier 2
Licensing and Collaboration – Tier 1
The Legal 500 Latin America 2023 rankings
Banking and Finance
Corporate and M&A
Projects and Energy
IFLR Asia-Pacific Awards 2023
High Yield Team of the Year
High Yield Deal of the Year – Guangzhou R&F Properties exchange offer
Debt and Equity-linked Team of the Year, Finalist
Loan Team of the Year, Finalist
Debt and Equity-linked Deal of the Year, Finalist — ASB Bank’s subordinated Tier 2 notes
Debt and Equity-linked Deal of the Year, Finalist — Peak Re’s 144A catastrophe bond
High Yield Deal of the Year, Finalist — Kawasan Industri Jababeka’s exchange offer and consent solicitation
High Yield Deal of the Year, Finalist — Redco Properties Group’s consent solicitation and issuance
High Yield Deal of the Year, Finalist — Zhongliang liability management
Loan Deal of the Year, Finalist — Shimao Group‒ TWP refinancing
Loan Deal of the Year, Finalist — Yisheng Biopharma’s royalty-backed financing
China Business Law Journal Awards 2023
Banking & Finance, Finalist
Structured Finance & Securitisation, Finalist
Real Estate & REITs, Finalist
Law.com International – Asia Legal Awards 2023
Cross-border M&A Deal of the Year (0-$2 billion), Shortlisted – PDSTI – ICON Aircraft investment
TMT Deal of the Year, Shortlisted – EdgePoint Infrastructure’s landmark acquisition
Investment Funds Firm of the Year, Shortlisted
Securities Firm of the Year, Shortlisted
IFLR Europe Awards 2023
Private Equity Deal of the Year - Clearlake Capital Group, L.P.’s acquisition of Chelsea Football Club
Equity Deal of the Year, Finalist — Haleon
Private Equity Deal of the Year, Finalist — WCAS, Hg and Warburg Pincus/Norstella
IFLR Asia-Pacific Awards 2022
Deal of the Year: High Yield - Kasia
Contacts
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Partnerjcrooks@sidley.com +44 20 7360 2040London*Admitted to practice in Scotland. Registered foreign lawyer in England and Wales. 
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PartnerNew York, London*Only admitted to practice in New York. Not admitted to practice in England and Wales. 
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Partnerali.shaikley@sidley.com +1 212 839 5673New York, London*Only admitted to practice in New York. Not admitted to practice in England and Wales. 
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Partnertthesing@sidley.com +44 20 7360 2066London*Only admitted to practice in Illinois. Not admitted to practice in England and Wales. 
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