European legal team of the year
The judges were struck by the complexity of Cleary Gottlieb Steen & Hamilton's work advising BNP Paribas on its acquisition of Fortis's Belgian operations. There is a very good case for dubbing the transaction the most politically-charged of all the credit crunch-related deals. The Belgian Government's decision to sell the debt-laden bank's Belgian assets to BNP Paribas caused such a political storm that it brought down the Government. The resulting shareholder litigation almost sank the deal. It was the first case of a bank being rescued by the state and then being sold onto the private sector. The team was spearheaded by Paris-based partner Pierre-Yves Chabert and Brussels partner Jan Meyers.
December 08, 2009 at 02:18 AM
2 minute read
The judges were struck by the complexity of Cleary Gottlieb Steen & Hamilton's work advising BNP Paribas on its acquisition of Fortis's Belgian operations.
There is a very good case for dubbing the transaction the most politically-charged of all the credit crunch-related deals. The Belgian Government's decision to sell the debt-laden bank's Belgian assets to BNP Paribas caused such a political storm that it brought down the Government. The resulting shareholder litigation almost sank the deal. It was the first case of a bank being rescued by the state and then being sold onto the private sector. The team was spearheaded by Paris-based partner Pierre-Yves Chabert and Brussels partner Jan Meyers.
The deal, which spanned eight 'intense' months, involved three key steps:
- the negotiation and subsequent amendment of the transfer by the Belgian State of 74.9% of Fortis Bank to BNP Paribas in exchange for shares of BNP Paribas;
- several layers of litigation before the Commercial Court of Brussels and the Brussels Court of Appeals, in which shareholders of Fortis Holding sought to stop the transaction or to disqualify groups of shareholders from voting to approve the transaction; and
- negotiations with the Belgian State and the European Commission to create a 'bad bank' containing troubled Fortis assets.
Since the close of the deal Cleary has continued to be involved in the multitude of corporate and regulatory issues associated with integrating Fortis Bank into BNP Paribas.
The key role played by this New York firm in this highly complex and thoroughly European deal is a tribute to the strength of its European network. At one stage a Belgian national newspaper accused the Government of being 'outside the law'. It was Cleary's role to ensure this did not happen.
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