Dealwatch: Simpson Thacher and Kirkland lead EQT’s €6.8bn BPEA deal as Freshfields and HSF jump on board Stagecoach bid

EQT’s €6.8 billion acquisition of Baring Private Equity Asia (BPEA), Cinven’s $2.6 billion takeover of BESP and the £595 million cash offer of Pan- European Infrastructure III (PEIF III) for Stagecoach Group Plc has kept advisers busy in recent days as private equity deals continue to drive the M&A market.

Stockholm-headquartered EQT has reached an agreement to buy Baring Private Equity Asia (BPEA) for 6.8 billion euros. The consideration includes 191.2 million new EQT ordinary shares, valued at €5.3 billion, and €1.5 billion in cash.

BPEA is a private market investment firm operating across Asia, with over €17 billion in assets under management. The transaction represents a major step forward for EQT’s strategy in the region, providing the company with the opportunity to target the Asian private markets.

Simpson Thacher represented BPEA, with partners Ben Spiers and Elizabeth Cooper leading the interdisciplinary group in London and New York respectively. Paul Weiss also advised the target company: partners Ariel Deckelbaum, Adam Wollstein and Marco Masotti were the leading managers of the company; partner David Mayo advised on tax matters and partner Andrew Gaines acted on executive compensation matters.

EQT was represented by Kirkland & Ellis. The deal team was led from London by business partners Roger Johnson, Greg Scott and Adrian Duncan. Investment fund advice was provided by partners Erica Berthou, Richard Robinson and Amy Fox; partners Sally Evans and Philipp Gnatzy handled antitrust; and partners Alpa Patel, Mark Staley and Prem Mohan advised on financial regulatory matters.

Elsewhere, London-based private equity firm Cinven has announced its agreement with pharmaceutical juggernaut Bayer AG to acquire its Environmental Science Professional (BESP) business for a total enterprise value of $2.6 billion.

The takeover of the US business is a geographic expansion of Cinven’s recent form of investing in continental corporate carve-outs, particularly in the DACH region, comprising Germany, Austria and Switzerland.

Based in North Carolina, BESP is a global player in pest control, with approximately 800 employees and sales in more than 100 countries. The company also has a strong ESG focus, given its strategy of providing products that manage pests sustainably and responsibly.

A cross-functional team at Clifford Chance represented Cinven. Corporate and private equity advisory was provided by partners Jörg Rhiel (Frankfurt), Anselm Raddatz (Düsseldorf), Jonny Myers (London) and Kevin Lehpamer (New York). London partners Michael Dakin and Taner Hassan provided advice on capital markets and finance alongside their partner Daniel Winick in New York.

Commenting on the transaction, Rhiel said: “This exciting transaction between the world leaders in their respective businesses included a complex foreclosure in multiple jurisdictions. The deal required a combination of transactional, regulatory and commercial legal expertise, which we were happy to effectively provide to our client Cinven.

Germany-based Hengeler Mueller acted for Bayer in the transaction, with Düsseldorf partners Mattias Hentzen and Martin Ulbrich leading the team which provided advice on corporate, employment, IP antitrust, taxation and regulation.

Finally, Freshfields Bruckhaus Deringer and Herbert Smith Freehills (HSF) advised on Pan-European Infrastructure III’s (PEIF III) £595 million cash offer for Stagecoach Group Plc, which is expected to close within the next two months .

Following the offer, Stagecoach executives withdrew their support for the merger with National Express announced at the end of last year.

PEIF III, a fund managed by The DWS Group, was advised by Freshfields. Partners Piers Prichard Jones and Kate Cooper led the work of the firm, while partner Dawn Heath provided pension expertise.

HSF represented Stagecoach, having worked with the company for over 25 years. London business partners Ben Ward and Robert Moore led the transaction team, which also provided advice on competition, regulation, trade, pensions and employment.

Talk to Legal Affairs, Ward said: “The initial business combination transaction with National Express, which was announced in December, was an industry consolidation that the company’s board of directors was able to recommend to its shareholders. The announcement sparked interest from other parties and ultimately the board considered DWS’ all-cash offer to be a better proposition for shareholders than the stock-for-stock combination with National Express.

“The UK bus industry may not always be seen as the most exciting industry, but this deal for Stagecoach could spark more interest in the industry.” The UK government is very committed to bus transport infrastructure, as it is a proven system that is also cost effective. There remains the question of the transition to cleaner energy to consider, but the return on investment must be there for investors with a medium or long term vision.

charles.avery@legalease.co.uk

About Charles D. Goolsby

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