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Tag Archives: private equity

Latham Launches 5th Annual Private M&A Market Study

Latham & Watkins’ 2018 survey of European private M&A transactions analyses the acquisition and equity documentation for more than 210 European deals signing or closing between July 2016 and June 2018. Key highlights include: The use of the locked box on UK deals has reduced slightly, although it continues to be the norm on deals … Continue Reading

Opportunities and Challenges for Private Equity Investment in the Insurance Sector

By Simeon Rudin and Beatrice Lo Recent private equity investments in high-profile deals, such as Bain Capital’s acquisition of esure and Apollo’s acquisition of Aspen Insurance, have brought European insurance sector deal values to record highs. Regulatory changes and regulators’ changing perceptions of PE firms have contributed to increased M&A activity, bringing new opportunities for insurance business … Continue Reading

Private Equity Takes the Driver’s Seat in Italian Automotive Deals

Deal making is likely to surge as companies seek funding and private equity firms scour the market for buyout opportunities. By Andrea Novarese and Cataldo Piccarreta Italy is poised to help steer automotive deal activity in the final weeks of what has been another bumper year for the industry. According to PwC, global automotive deals reached US$59.3 … Continue Reading

China’s War on Pollution Hits Private Equity Deal Environment

By Paul Davies and Catherine Campbell In recent years, China has taken significant steps in developing its environmental policy. In 2014 China’s Premier Li Keqiang declared a “war on pollution”, which began in earnest in 2017. Since then, regulators have been more proactive in enforcing environmental regulations. Factory closures have become a key part of … Continue Reading

New National Security Threat to UK Private Equity Deals

By Jonathan Parker, Calum Warren, and Catherine Campbell The UK government has assumed an increasingly interventionist approach to foreign takeovers in recent years. In June 2018, the UK adopted new powers to review deals on national security grounds, extending the scope and breadth of its control regime. In July, the UK went a step further and … Continue Reading

PE Firms Must Evaluate Competition Strategy Ahead of Brexit

By Jonathan Parker and Greg Bonné As the UK Competition and Markets Authority (CMA) prepares to assume sole jurisdiction for UK competition reviews post-Brexit, private equity deal teams must evaluate the competitive consequences of deals bridging the Brexit period and update their competition strategy accordingly. What is Changing? The European Commission (EC) currently acts as a … Continue Reading

Private Equity and Blockchain: New Infrastructure or New Asset Class?

By Andrew Moyle and Stuart Davis Growth in applications for blockchain and tokenisation, combined with an increasing number of initial coin offerings (ICOs), mean that buyout firms should note developments in this sector. Why Should PE Be Interested in Blockchain? A shared blockchain ledger could drive a single interface between a PE fund and its investors, … Continue Reading

Debt Portability Can Deliver a Better Exit Valuation — Will US Practice Increase Debt Portability in Europe?

By Dennis Lamont, Charles Armstrong, Jennifer Cadet, Howard Sobel, and Scott Ollivierre Debt portability provisions — reasonably common in high yield lending but historically rare in bank financing — have been recently seen in an increased number of US transactions, as deal terms react to a buoyant financing market. What should deal teams consider when seeking … Continue Reading

Can Private Equity Buyers Be Suitable Purchasers of Divested Assets for Antitrust Regulators?

By Sven Volcker and Tomas Nilsson In the last five years, the European Commission (EC) has required divestitures in more than 70 antitrust cases, requiring merging parties to divest business assets as a condition to receiving regulatory approval. This increasingly interventionist approach from competition regulators presents opportunities for buyout firms to acquire divested assets. However, … Continue Reading

Locked Box Lands in the US

By Jason Morelli, Howard Sobel, and Maarten Overmars In the US, unlike in Europe, deals are traditionally transacted on the basis of closing accounts, with adjustments made post-closing for working capital, indebtedness, cash, and transaction expenses. This is now changing. Recent deal activity shows US private equity vendors, having become accustomed to the concept of a locked box in European sales processes, increasingly pivoting … Continue Reading

Is Good Faith a Bad Choice Under English Law?

By Oliver Browne Although there remains no widely accepted definition of good faith under English law, and English law has committed itself to no overriding principle of good faith, English law has developed piecemeal solutions in response to demonstrated problems of unfairness. The variety of these solutions, and the pace with which they are being … Continue Reading

Poised for Next Payments Boom

By Christian McDermott In recent years, PE firms have been paying to play in the payment processing sector. From Worldpay and Nets, to Bambora and Paysafe, payment processing companies have proven to be attractive investments for European PE. In our view, a wave of regulation in the FinTech sector will unleash further growth potential, and … Continue Reading

Early Liquidity Rights Create Management Misalignment

By Thomas Tharakan The average PE hold period is getting longer. According to data provider Preqin, PE firms held on to European assets for an average of 5.65 years in 2017, up from 4.41 years in 2007. Extended hold periods have been driven by a number of factors, including the raising of longer-term PE funds … Continue Reading

Increased Flex Amid Record Liquidity in European Leveraged Loans Requires Careful Navigation by PE Firms

By Chris Kandel The European leveraged loan market is going from strength to strength, with a continuing surplus of available credit compared to deal requirements, resulting in very borrower-favourable terms. However, we are seeing signs of a two-tier market emerging, with strong demand and pricing reductions for deals perceived as stronger credits, alongside an increase … Continue Reading

Group Liability for Data Protection Failure – A New Threat for Private Equity Firms?

By Gail Crawford, Hayley Pizzey, Mark Sun, and Calum Warren As European data protection regulators prepare to enforce the General Data Protection Regulation (GDPR) from May 2018, private equity firms must act to minimise the risk of becoming financially liable for the data protection failings of portfolio companies. After a recent spate of high-profile data breaches, … Continue Reading

French Employment and Tax Reforms Set to Boost Private Equity Buyouts

By Matthias Rubner, Denis Criton, Olivia Rauch-Ravise and Bénédicte Bremond President Macron recently unveiled employment and tax reforms to increase France’s appeal for deal makers. While France ranks highly as an investment destination for private equity firms, complex and inflexible French employment laws have been perceived as a hindrance — perpetuating the belief that France can … Continue Reading

Individual Accountability for PE Executives Continues to Increase Under Legal and Regulatory Changes

By Simon Baskerville, David Berman, Farah O’Brien and Alex Hewett Corporate accountability has been a key focus for UK legislators and regulators since the credit crisis, as authorities have taken action against corporate failings. In our view, this focus is evolving to emphasise individual accountability. Developments enacted by the Small Business, Enterprise and Employment Act … Continue Reading

Economic Nationalism Set to Impact M&A Transaction Approvals Across Europe

By Jonathan Parker, Jana Dammann and Doug Abernethy Growing economic nationalism is threatening to impact M&A across Europe, as governments and regulators take an increasing interest in “foreign” acquisitions of nationally important companies in the name of national security. PE deal teams have previously focused on existing national security review regimes, including the Committee on Foreign … Continue Reading

Early Partial Exits Pose Opportunities and Challenges for Private Equity

By Thomas Tharakan The exit environment recently ranked as the second greatest challenge facing global PE fund managers, according to Preqin’s H1 2017 Outlook report. As buyout firms weigh an uncertain exit outlook, they are increasingly seeking to de-risk early by selling minority stakes in portfolio investments to preferred LPs. Partial exits to LPs have … Continue Reading

PRI’s Private Equity Terms Guidance Focuses on Environmental, Social, and Governance (ESG) Factors

By Paul Davies, Michael Green and Ei Nge Htut On 13 July 2017, Principles for Responsible Investment (PRI) launched guidance on incorporating environmental, social, and governance (ESG) provisions in private equity fund terms. The publication, Incorporating Responsible Investment Requirements into Private Equity Fund Terms (the Guidance), followed a year-long consultation period with PRI signatories, expert counsel, … Continue Reading

Private Equity and Privilege: Why Recent Legal Developments Matter to Buyout Firms

By Stuart Alford QC, Daniel Smith and Kem Ihenacho Legal professional privilege allows clients to share information with lawyers, knowing it need not be revealed in court. Privilege extends to legal advice generally, and to documents prepared in contemplation of litigation. Privilege has important implications for private equity beyond litigation, and can affect how firms … Continue Reading

Selling to China: Four Key Questions All Private Equity Deal Teams Should Ask on an Exit

By Frank Sun Chinese acquirers are playing an increasingly important role as buyers of private equity sponsored companies — nearly 200 portfolio companies were sold to Chinese entities in 2016. However, in our view, measures taken by the Chinese government to scrutinise transaction fundamentals more closely and slow capital outflows have impacted deals. The number … Continue Reading

Buyout Firms Must Take Action to Respond to Global Cyber Threats

By Gail Crawford Cybercrime has become a critical issue for buyout firms as hackers are increasingly targeting sensitive business data to profit from insider knowledge. According to a Private Funds Management survey of 91 PE houses, 54% of PE firms said they had been hit with a cyberattack, while 45% said cybersecurity was a high … Continue Reading
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