Corporate Transactions Capabilities – Bahrain, England, France

Charles Russell Speechlys is ALFA International’s member firm in Bahrain, England and France. The firm offers a broad range of skills and experience across the full spectrum of business and personal needs.

Types of corporate transactions in which our firm has particular expertise

Our market leading corporate practice is band 1 for Corporate M&A and works across the full range of corporate and commercial transactions for clients ranging from large public and privately-held businesses to wealthy individuals, family offices and wealth managers across the world. The group’s work includes public and private M&A, joint ventures and strategic alliances, reorganisations, restructurings, private equity (including MBOs, MBIs, buy-and-builds, secondary buy-outs and exits), capital markets (including IPOs, secondary public offerings, investment trusts and funds), corporate governance and related compliance, tax structuring advice (for corporates, funds, trusts and individuals), employee benefits, stock plans, acquisition finance (including bond offerings, structured finance and securitisations, Islamic finance, receivables finance and project finance transactions), a wide range of commercial transactions (including managed service and outsourcing contracts, IT contracts, supply chain logistics and procurement, sponsorship, merchandising, marketing and advertising contracts) and the full range of services for inward investors (including entity formation, employment, immigration, IP protection, EU regulatory, data privacy, real estate and tax).

The size of our firm’s corporate transactions team

Our Corporate team comprises over 200 fee earners across the firm, supported by many other fee earners with a range of other expertise as required on any particular transaction.

Examples of transactions our firm has undertaken

  • Advised Applied Systems, Inc., then a portfolio company of Bain Capital (and now a portfolio company of Hellman & Friedman), on the acquisition of Insurecom, a leading software and connectivity solutions company serving the UK insurance industry.
  • Advised Air Distribution Technologies, Inc., one of the largest and strongest independent providers of air distribution and ventilation products in North America, on certain matters in the UK and Luxembourg arising out of its sale by the Canada Pension Plan Investment Board to Johnson Controls, Inc. for $1.6 billion.
  • Advised Shaw Industries Group, the largest carpet tile manufacturer in North America, on the acquisition of Scotland-based carpet tile manufacturer Sanquhar Tile Services. Shaw has annual revenues of almost $6 billion and is a wholly owned subsidiary of Berkshire Hathaway, Inc.
  • Advised discoverIE Group plc, a leading international designer, manufacturer and supplier of customised electronics to industry, on the acquisition of the Santon Group via the purchase of its holding company EWAC Holdings BV.
  • Advised long-standing client Civica Group Limited, an investee company of Partners Group, on its acquisition of VisionWare Limited, a company which provides innovative master data management solutions for local, regional and state government and healthcare.
  • Advised the Board of Liverpool FC on its sale to Fenway Sports Group (and we have advised on numerous other soccer club M&A deals including in relation to Bolton Wanderers, Everton, Portsmouth, Nottingham Forest, Leeds United and Crystal Palace).
  • Advised through our Bahrain office on the sale of its wholly owned subsidiary to one of the major telecommunications companies in Bahrain.
  • Advised through our Bahrain office the shareholders of BAFCO in connection with the extensive restructuring of BAFCO as required to comply with an order issued by the Government of Bahrain.
  • Advised through our Bahrain office Venture Capital Bank on its proposed majority investment in the Bahrain franchises of Caribou Coffee and Fuddruckers, which are currently 100% owned by a member of the Bahraini royal family.
  • Advised through our Bahrain office Taj Hotel Group, an Indian brand forming part of the Tata Group of Companies, on a legal due diligence review for the separation of Sharia’a compliant and non-Sharia’a compliant income as well as reviewing its Hotel Operations Agreement.
  • Advised through our Paris office the shareholders of Ogas Solutions’ group on the sale of Ogas Solutions’ group to SeaOwl Group. Ogas Solutions’ group is a specialist provider of integrated services and project management solutions to the oil & gas, maritime and energy industries worldwide.
  • Advised through our Paris office the Caisse des Dépôts et Consignations (a French public financial institution) on the acquisition of a tower in Bordeaux, via a JV with Keys Selection.
  • Having previously advised Zenium Holdings Limited on the sale of its Turkish assets in October 2017, we advised the management team and shareholders of Zenium Topco Limited on the sale of the company and its subsidiaries to CyrusOne Inc.
  • Advised Battery Ventures on its disposal of Vero Software Limited, the leading global independent CAM software provider, to Swedish-based multinational Hexagon AB.
  • Acting as local counsel to Bain Capital Partners LLC on the UK issues relating to its $1.8 billion disposal of Applied Systems Inc., an insurance software provider, to Hellman & Friedman LLC.
  • Advised through our Bahrain office Venture Capital Bank, an investment bank, on its proposed majority investment in the Bahrain franchises of a coffee chain and fast food chain which are currently 100% owned by a member of the Bahraini royal family.
  • Advised egg-free, fresh cream cakes retailer Cake Box Holdings plc on its IPO on AIM. The founder shareholders sold 41% of the business to institutional investors, and the company had a market capitalisation of £67m on IPO.
  • Advised MayAir Group plc, the AIM-listed manufacturer, developer and provider of air filtration equipment and clean air solutions, on its £50m acquisition by Poly Glorious Investment Co Ltd by a court sanctioned “scheme of arrangement”. We also advised MayAir on its 2015 IPO.
  • Advised Chelverton Small Companies Dividend Trust plc on a combined Main Market issue of C shares (by way of an offer for subscription, intermediaries offer and placing) and zero dividend preference shares by a newly incorporated subsidiary of Chelverton, together with a “rollover” of existing zero dividend preference shares via a reconstruction.
  • Advised India Capital Growth Fund Limited on its move from AIM to a premium listing on the Main Market (market capitalisation on admission was £129m).
  • Advised AIM listed fastjet plc on its placing and subscription to raise total funds of $44.2 million in connection with agreements to enable expansion of the fastjet brand into South Africa and Mozambique, as well as access to three ATR 72-600 aircraft for 10 years.
  • Advised Shefa Yamim, a minerals company focused on the exploration for precious stones in Northern Israel, on its listing on the Main Market.
  • Advised through our Bahrain office BMB, a wholesale bank listed on the Bahrain Bourse, on its proposed voluntary unconditional takeover by its largest existing shareholder.
  • Advised through our Bahrain office National Bank of Kuwait regarding the restructure of the first development financing provided by this private bank, involving complex offshore and trust structures involved and security in multiple jurisdictions.
  • Advised a Caribbean Government on the restructuring of a national bank.
  • Appointed through our Bahrain office by the Central Bank of Bahrain as External Administrator in the administration of Awal Bank, which has involved numerous international fraud and tracing claims as well as expertise in trusts, professional negligence and banking.
  • Advised through our Bahrain office Ahli United Bank which extended Islamic finance facilities, (murabaha, musharaka and forward ijara) to a prominent Bahrain corporate borrower, primarily to fund the development of a new high-end waterfront shopping mall.
  • Advised through our Paris office Banque Populaire Grand Ouest on the financing a wind farm in Beganne (France).
  • Advised through our Paris office the Caisse d’Epargne on the financing of a biomass plant by syndicated loan.
  • Act as the key legal advisers for Nike in the UK and advise on their key commercial contracts including kit deals such as their ground-breaking deal with Chelsea FC.
  • Advised the International Tennis Federation (ITF), on its ground-breaking 25-year, US$3 billion project with the sports investment group Kosmos to revamp the Davis Cup by BNP Paribas competition and create an annual season-ending Finals event.
  • We have advised international restaurant chain Wagamama since 2000 on a range of commercial and other issues.
  • Advise Westfield Europe on commercial matters and consumer law compliance arising out of marketing activities (e.g. CAP Code, Data Protection Act, use of social media for marketing).
  • Advised SuperGroup on a wide range of commercial matters, including franchising, agency and distribution as well as e-commerce matters, marketing campaigns and supply contracts.
  • Advised Ericsson on a number of important and high-profile matters, involving large outsourcing and service provision transactions in the telecoms industry and UK-wide restructurings.
  • Advised Kimberley-Clark on a project involving the outsourcing of the management and operation of warehouse services across the UK.
  • Advise Morgan Stanley for a number of years on a variety of different commercial contracts.
  • Advised Cray Inc on certain aspects of a contract to build a £97 million supercomputer for the UK Met Office in Exeter, Devon.