Lawyers Line Up for European M&A Deals

UPDATE, 4/8/14, 6:30 p.m. EDT: The names of Linklaters attorneys working on the deal have been added to the article’s sixteenth paragraph. Also, a Mayer Brown team in Paris advised Altice and Numericable on deal structuring and tax aspects of the SFR acquisition. Mayer Brown’s team includes tax partners Laurent Borey and Olivier Parawan as well as associates Nicolas Danan and Nathalie Jacquart.

A trio of major European M&A deals has kicked off the week by creating a glut of deal work for lawyers across the globe.

Among those transactions: the $23 billion sale of Vivendi’s French mobile phone unit, SFR, to Luxembourg-based cable operator Altice. Ropes & Gray and Paris-based firm Franklin are advising Altice on the deal, while Allen & Overy is representing Vivendi.

Paris-based Vivendi said last fall it would spin off SFR—the unit it acquired from Vodafone for $11.3 billion in 2011—in order to focus on its music and television content businesses. Instead, Vivendi was swayed by the offer from Altice, which beat out a rival $20.3 billion bid from French media conglomerate Bouygues.

Altice, which entered exclusive talks with Vivendi last month, plans to combine SFR with French cable, Internet and telephone company Numericable once the acquisition is complete. Altice currently owns a 40 percent stake in Numericable, but it said Monday it plans to increase that stake to 74.6 percent by acquiring additional shares from private equity firms The Carlyle Group and Cinven.

Under the terms of the deal between Altice and Vivendi, which was announced Saturday, Vivendi will own a 20 percent stake in the company resulting from the merger of SFR and Numericable. Altice will own 60 percent of that company, with the remaining 20 percent stake to be publicly traded.

M&A partner Alexandre Marque is leading a team of Franklin attorneys advising Altice on the purchase. M&A of counsel Kai Völpel, Magali Masson and Christian Sauer are also working on the deal, as is associate Laurent Halimi. Partner Jerome Michel advised on antitrust aspects.

Ropes is advising Altice on financing aspects of its proposed SFR purchase with a team led by London-based finance partner Mike Kazakevich. Finance partner Mike Goetz and tax partner Brenda Coleman are also advising on the matter, as are associates Pinar Celebi, Caroline Charmhali, Sara Clevering, Lidia Fesshazion, Alex Griffiths, Christopher Hastings, Aditya Khanna, Bettina Kloubert, Ilce Kozaroski, Benoit Lavigne, Serge Martyn and Minal Purohit.

In December, both Ropes and Franklin advised Altice on its $1.44 billion purchase of French telecommunications company Orange’s Dominican Republic–based subsidiary Orange Dominicana.

Paris-based Allen & Overy M&A partner Marcus Billam is leading that firm’s team advising Vivendi on the sale of SFR. M&A partners Frédéric Moreau and Frédéric Jungels are also working on the deal, along with financing partner Roderick Cork, M&A senior consultant Catherine Maison-Blanche, M&A counsel Jean-Baptiste de Martigny and financing counsel Jean-Christophe David. The Allen & Overy associates working on the deal are Yasmine Boïk-Bouhedjar, Frédérique Dugué, Alexandre Durand, Flora Leon-Serviere, Ioana Nicolas and Anne-Caroline Payelle.

In a second major European deal, the world’s two largest cement makers, Paris-based Lafarge and Switzerland’s Holcim, announced Monday that they will merge to create an industry leader with more than $44 billion in combined annual sales. Though the two companies said they expect the combination to eventually yield annual savings of $1.9 billion, the potential deal is likely to face intense regulatory scrutiny. Lafarge employs 65,000 people in 64 countries, while Holcim’s workforce consists of 71,000 people across 70 countries.

The New York Times notes that the combined company would have more than double the annual sales of the world’s third-largest cement company, Germany’s Heidelberg Cement. The Times adds that the companies are looking to get a jump on regulators’ potential concerns by divesting assets that produce $6.9 billion in annual revenue.

The companies expect the merger to be completed in the first half of next year, pending the approval of regulators as well as Holcim’s shareholders. At that point, the combined company, to be called LafargeHolcim, would have a board featuring an equal number of directors from each of the two predecessor companies.

Cleary Gottlieb Steen & Hamilton is serving as outside counsel to Lafarge in connection with the merger. Paris-based M&A partner Pierre-Yves Chabert is leading the firm’s team with associate Rodolphe Elineau. Cleary’s antitrust team on the deal includes partners Murat Akuyev, Francois-Charles Laprevote, Nicholas Levy, Mark Nelson and Antoine Winckler, along with counsel Kathleen Bradish. Also advising from Cleary are tax partners Anne-Sophie Coustel, Yaron Reich and Richard Sultman, along with corporate group cochair Andrew Brownstein, finance partner Valérie Lemaitre, labor partner Jean-Marie Ambrosi, corporate counsel Sophie de Beer, tax counsel Meyer Fedida and senior tax attorney Frederieke Compernolle. Other Cleary associates on the matter are David Andreani, Yury Babichev, Laura Birene, Esther Bitton, Ana Christa Boksay, Aude Dupuis, Sven Frisch, Jens Hafeman, Zuzanna Knypinski, Victor Levy, Jennifer Marques, Niklas Maydell, Andrew Meiser, Henry Mostin, Philippe Prigent, Blanche Savary, Mikhail Suvorov and Clotilde Wetzer. Rolf Watter, an M&A partner at Swiss firm Bär & Karrer, is also advising Lafarge.

Cleary has advised Lafarge on a number of antitrust matters in the past and represented the company on its 2001 purchase of cement company Blue Circle for about $5 billion.

U.K. publication Legal Week reports that Swiss firm Homburger is advising Holcim on the merger with a team led by managing partner Daniel Daeniker, who did not respond to The Am Law Daily’s request for comment.