London

Sullivan & Cromwell’s London office advises on both English and U.S. law aspects of many notable and high-profile transactions.

Recent London office M&A/Private Equity experience includes representations of:

• Allianz Group in connection with its digital investment unit, Allianz X’s, participation in Stripe’s latest funding round, which totals $600 million
• Baker and Baker (formerly known as CSM Bakery Solutions Limited), a portfolio business of Rhône Capital, on the sale of Brill, its North American baking business, to Olympus Growth Fund VI, and on the carve-out of its ingredients business and the sale of that business to Investindustrial VII
• Canada Pension Plan Investment Board on its agreement with Enbridge acquiring a 49% stake in Enbridge’s partnership with EDF Renewables, its investment in Viking Holdings and on the sale of 10.8% of the ordinary shares of Pets at Home Group
• Coca-Cola HBC in connection with its wholly owned subsidiary Coca-Cola HBC pending agreements to acquire approximately 94.7% of Coca-Cola Bottling Company of Egypt

• Dogus Group on its sale of the Greek, Croatian and the UAE businesses of D-Marin to CVC Capital Partners’ CVC Fund VII
• Ermenegildo Zegna Group in its combination with Investindustrial Acquisition Corp., a SPAC sponsored by investment subsidiaries of Investindustrial VII
• EssilorLuxottica on its acquisition of 76.72% interest in GrandVision from HAL Optical Investments for €5.5 billion and on the sale of GrandVision’s Chilean business and pending sales of assets in the Netherlands, Belgium and Italy
• Fiat Chrysler Automobiles on its $60 billion merger with Peugeot to create new company, Stellantis
• Goldman Sachs Asset Management Division and Altor Fund IV on its agreement to sell Navico, to Brunswick Corporation for $1.05 billion and as a member of a consortium with OMERS Infrastructure and AXA IM Alts, in connection with the consortium’s agreement to acquire 100% of Amedes Group from Antin Infrastructure Partners
• Global Knowledge Training on its sale to special purpose acquisition company, Churchill Capital Corp II, from Rhône Capital as part of a three-way business combination creating a $1.5 billion company
• JC Flowers on its acquisition of a 30% interest in LMAX
• Liquidnet Holdings on the sale of its entire issued share capital to TP ICAP
• Metro Bank on its acquisition of Retail Money Market (“RateSetter”)
• Piper Sandler Companies on its acquisition of The Valence Group
• Rhône Capital on its sale of Rack Holdings to One Madison Corporation
• Silver Lake as an investor in connection with Getir’s Series D funding round
• A sovereign wealth fund in multiple investments in Europe, Asia and the United States
• A Family Office in a venture capital investment in a U.S. entity
• Spirit AeroSystems on its acquisition of Bombardier’s aerostructures and aftermarket services operations in Belfast, Northern Ireland; Casablanca, Morocco; and Dallas, United States
• Telia Company in connection with its exit from Eurasia including disposals of interests in Turkey, Azerbaijan and Kazakhstan
• West Street Infrastructure Partners on its acquisitions of Adapteo, as part of a consortium with Global Energy & Power Infrastructure Fund III, and its co-investor, Mubadala Investment Company; on its acquisition of Calisen, as a member of a consortium with Antin; on its cash acquisition of the entire issued and to be issued ordinary share capital of CityFibre Infrastructure Holdings plc for £537.8 million and on a further capital raising by CityFibre
• York Capital on the sale of Rever Offshore to Boskalis

Recent London office Capital Markets experience includes representations of:

• Anheuser-Busch InBev on its SEC-registered public debt offerings and on behalf of its subsidiary Budweiser Brewing Company APAC Limited’s IPO on the Hong Kong Stock Exchange
• Autogrill on its €600 million rights offering
• The underwriters to AstraZeneca on multiple U.S. debt offerings
• BICO (formerly Cellink) on its SEK1.5 billion offering of convertible bonds and concurrent offering of SEK1.5 billion of new class B shares
• BP on multiple debt offerings
• BPER on its rights offering of ordinary shares
• Issuance of warrants by Cineworld in relation to Cineworld’s ongoing restructuring
• CNH Industrial on its EMTN programme and multiple debt offerings thereunder and in its issuance of £600 million of commercial paper under the joint HM Treasury and Bank of England’s COVID Corporate Finance Facility
• Coca-Cola HBC on its EMTN and ECP programmes and its inaugural €500 million green bond offering
• Equinor on its SEC-registered public debt offerings and on its EMTN programme and multiple debt offerings thereunder
• Diageo on multiple debt offerings
• European Investment Bank, advising the underwriters, on multiple SEC-registered offerings
• Ferrari on its IPO and on its euro-market debt offerings
• Greencore Group on its cash-box placement of new ordinary shares
• Goldman Sachs Asset Management Division, as selling shareholders, in the follow-on SEC-registered offering of American Depositary Shares in HeadHunter Group plc and the IPO of DONG Energy, and subsequent follow-on offerings
• Goldman Sachs on regular offerings including notes, MTN and EMTN programmes
• ING Groep on its $2.25 billion SEC-registered senior notes and $2.25 billion SEC-registered fixed-to-floating rate senior notes offerings
• International Airlines Group on its rights issue
• The initial purchasers to Jaguar Land Rover Automotive, on multiple senior notes offerings and liability management exercises
• JDE Peet’s on its inaugural $1.75 billion Rule 144A and Regulation S investment grade bond offering
• Luigi Nalini on its private placement of ordinary shares of Carel Industries
• Philips on its euro-market green bond offerings and on its EMTN programme and debt offerings thereunder
• Signify on its inaugural euro-market bond offering
• SoftBank Group on the monetization of a portion of its interests in T-Mobile and Alibaba
• Standard Chartered on multiple debt offerings
• Stellantis (formerly Fiat Chrysler Automobiles) in the listing of its shares on Euronext Paris, and supplemental listing on Borsa Italiana and New York Stock Exchange, resulting from the $60 billion merger between Fiat Chrysler Automobiles and Peugeot
• Stellantis (formerly Fiat Chrysler Automobiles) on its EMTN programmes and multiple debt offerings
• The Kingdom of Denmark on its debt issuance programme and issuance of notes thereunder and on its ECP programme
• The underwriters in connection with ZIM’s IPO on the New York Stock Exchange

Recent London office Restructuring, Leveraged Finance and Lending experience includes representations of:

• The lenders to CarTrawler in relation to its debt restructuring
• The RCF Lenders, and Barclays Bank as lender and sole bookrunner to Cineworld during its restructuring which involved a $450 million priority senior secured rescue facility and a second-out elevated term loan
• CSM Bakeries on its Amend & Extend financing transaction
• The bondholders to Distribuidora Internacional de Alimentació (DIA) in relation to a liability management transaction in respect of €300 million unsecured notes
• DS Smith on the financing related to its sale of its Plastics division to Olympus Partners for $585 million
• Eurazeo, a significant shareholder in Europcar, when Europcar secured €307 million of financing that was largely guaranteed by the French and Spanish States
• Garrett Motion in its agreement with KPS Capital Partners to purchase its business for $2.1 billion and the commencement of a voluntary Chapter 11 process with the United States Bankruptcy Court to implement the purchase
• Koninklijke Philips in the financing for its $2.75 billion acquisition of BioTelemetry
• The bondholders to Norwegian Air Shuttle on their restructuring
• HPS investment Partners on their £70 million super senior facility to PizzaExpress Group during its restructuring
• PureCircle in its consensual corporate restructuring with its lenders and other stakeholders
• Seanergy on its European debt restructuring
• Signify on the financing for its acquisition of Cooper Lighting Solutions from Eaton Corporation for $1.4 billion
• AlixPartners as joint administrators of Swissport Holding International in connection with the Swissport restructuring through a scheme and pre-pack
• The junior creditors in the contested proceedings to restructure Virgin Active using a Part 26A Plan

Recent London office Project Development and Finance experience includes representations of:

• Ambatovy Minerals and Dynatec Madagascar on the restructuring of a nickel and cobalt mine in Madagascar
• Cameron LNG in its $3.02 project bond offering
• Centerra Gold on the international arbitration of its ongoing dispute with the Government of Kyrgyzstan and related proceedings in the US and Canada relating to the Kumtor gold mine project in Kyrgyzstan
• Kenmare Resources in its role as developer and borrower for the Moma Titanium Project in Mozambique
• Papua New Guinea LNG Project Consortium on its project in Papua New Guinea
• Rio Tinto (sponsor) and Oyu Tolgoi (project company) in relation to the $4.4 billion multi-source financing for the Oyu Tolgoi copper and gold mine project in Mongolia
• eLNG in an Exxon-Mobil-led project financing of its $35 billion eLNG development, for one of the largest gas resources discovered in the past several years, located in Mozambique
• Tengizchevroil Finance Company International on the financing of the multibillion-dollar expansion of its oil project in Kazakhstan