Mergers & Acquisitions

Services

Areas where we can help include: 

• Sales and purchases of public and private companies and business enterprises;
• Auctions of companies;
• Mergers, de-mergers, and consolidations;
• Post-closing support and business integration; and,
• Takeovers of distressed companies.

Case Study:  Recommended Cash Bid on the London AIM Market

The Background

Salans advised Black Sea Global Properties Limited (“BSGP”), the BVI subsidiary of the Swiss group, Rompetrol Holding SA, on its mandatory recommended cash offer for Fabian Romania Limited, a Jersey company listed on AIM and the Bermuda Stock Exchange, which focuses on real estate in Romania.

The Transaction

BSGP initially built a 25% stake in Fabian before making a cash offer, as recommended by the board of Fabian.  This became a mandatory offer when BSGPL acquired a further 23% in the market after the original offer announcement.  The offer valued Fabian at approximately EUR 50.8 million.

The Result

Shareholders overwhelmingly accepted the offer.  After closing, the Salans London team, working with correspondent lawyers from Jersey, took advantage of the mandatory takeover provisions in Jersey Law to "squeeze out" the small number of shareholders who did not accept.  Finally, lawyers in our Bucharest office successfully secured the approval of the takeover by the Romanian Competition Authorities.