Tuesday, 15 May 2018

Deal watch: trio of big-ticket deals highlight frothy market for US and City elite

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Deal watch: trio of big-ticket deals highlight frothy market for US and City elite

Barely a City or US firm in London has gone without popping a Champagne cork in recent days as big-ticket deal activity remains frothy, while showing no signs of losing its fizz.

Recent big-ticket deals characterising the market include US tech private equity player Silver Lake’s proposed £2.2bn buyout of ZPG – the parent company of UK property site Zoopla – Cinven’s disposal of its Ufinet Spanish fibre-optic business and the $816m London listing of Avast, the Prague-headquartered cybersecurity heavyweight.

Freshfields Bruckhaus Deringer celebrated a double victory, cropping up on both the Cinven disposal and the ZPG deal. The team, led by partners Adrian Maguire, Victoria Sigeti, Armando Albarrán and Javier Monzón, advised long-standing client Cinven on a deal which saw the private equity firm’s fifth fund sell Ufinet Spain, its Spanish fibre network operator, to a consortium led by Paris-headquartered infrastructure investor Antin Infrastructure Partners.

Herbert Smith Freehills advised Antin with a team lead by Madrid-based corporate partner Pablo García-Nieto, with support from UK-based partner Heather Culshaw. A Madrid-based Clifford Chance team advised the Cinven management. The deal also sees Cinven’s fifth fund sell Ulfinet International, the Latin American operations, to the sixth Cinven fund.

Ufinet provides fibre infrastructure and transmission services to telecom operators in Spain and international markets, with a fibre network spanning more than 66,800 kilometres across two continents. Cinven had acquired Ufinet in June 2014 from Gas Natural Fenosa (GNF), the largest integrated gas and electricity provider in Spain, for €510 million.

Freshfields also won a high-profile mandate advising ZPG plc, the target of Silver Lake’s proposed £2.2bn buyout, with a team led by partners Mark Austin and Piers Prichard Jones. Partners Alice Greenwell and Rod Carlton advised on employment and competition matters respectively.

The deal renews an existing relationship, after the Magic Circle firm advised ZPG on its 2014 initial public offering (IPO). Silver Lake was advised by Simpson Thacher & Bartlett, with a team led by M&A partner and Freshfields alumni Ben Spiers, also featuring London partner Clare Gaskell and New York-based partner Michael Wolfson.

Proskauer Rose partner Liam Arthur advised Singaporean sovereign wealth fund GIC, which is taking a minority stake in the company. Corporate partner Iain Wagstaff at Linklaters advised Canadian pension fund PSP Investments, which is also taking a minority share.

The acquisition – done through a scheme of arrangements which are subject to customary conditions including FCA and European Commission approval – is set to close in the next few months.

ZPG owns and operates UK property brands including Zoopla, uSwitch, Money, PrimeLocation and SmartNewHomes, as well as supplying property data and software providers with products including Hometrack, Calcasa, TechnicWeb, Ravensworth, Alto, Jupix, ExpertAgent, PropertyFile and MoveIT.

White & Case meanwhile has scored a repeat mandate to advise Avast on its premium listing on the London Stock Exchange, a tech float valued at US$816.6 million.

The team was co-led by London partners Ian Bagshaw, Jonathan Parry and Jill Concannon and also included partners Guy Potel, Steven Worthington, Prabhu Narasimhan, Justin Wagstaff and Prague-based partner Jan Andrusko.

The offer, which priced at 250 pence per share, includes gross primary proceeds of around US$200 million and represents 25.3% of the shares in Avast. The mandate is the result of a long-standing relationship, Bagshaw having also led the White & Case team which advised Avast on its $1.3bn acquisition of AVG Technologies in 2016.

In a double win for US high-flyers in the City, Latham & Watkins is advising the underwriters with a team led by London corporate and capital markets partners James Inness and Brett Cassidy.

White & Case’s Parry told Legal Business: ‘Two US heritage firms on a premium London listing of this size is something of a watershed. There is no longer an automatic default to the Magic Circle. The deal is a real endorsement of London as an attractive destination for big tech IPOs. That this IPO launched successfully in such a choppy market is a real achievement for Avast.’

Bagshaw said: ‘Our relationship with Avast has gone from strength-to-strength in recent years. We advised the company on a number of key transactions, including its US$1.3bn acquisition of AVG, the initial private equity investment by Summit Partners in 2010, the minority investment by CVC Capital Partners in 2014 and its recent acquisition of Piriform. Advising Avast on a London IPO of this magnitude and strategic significance has been hugely exciting.’

nathalie.tidman@legalease.co.uk