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The American Lawyer GLOBAL Mergers Acquisitions & GUIDE 2015 GUIDING THE WAY A country by country guide to the global M&A landscape EXPERT ANALYSIS FROM LEADING M&A LAW FIRMS AROUND THE WORLD Global M&A Guide 2015 1 M&A_FOB_Final.indd 1 12/12/14 6:22 PM DUBLIN | BELFAST | LONDON | NEW YORK | SILICON VALLEY We support our clients as they reach out and enter new markets. Excellence means new opportunities with arthur cox you can expect sound judgment and advice. You can expect in-depth sectoral expertise that will find new solutions to secure your success. You can expect a total commitment to your business – a genuine partnership that gives you the confidence to move forward and To find out how Arthur Cox can help you, embrace new opportunities.call us on: +000 With (0)0 000 Arthur 0000 Cox you can always expect excellence. To find out more about our firm and how we can assist your organisation, please contact Conor Hurley, Resident New York Partner on: +1 212 782 3299 www.arthurcox.com Arthur Cox - American Lawyer, December 2014.indd 1 09/12/2014 16:48:30 M&A_FOB_Final.indd 2 12/12/14 6:23 PM DUBLIN | BELFAST | LONDON | NEW YORK | SILICON VALLEY We support our clients as they reach out and enter new markets. Contents GLOBAL MERGERS & ACQUISITIONS GUIDE 2015 JANUARY 2015 5 PUBLISHER’S NOTE OVERVIEWS: 6 EUROPEAN OVERVIEW Eversheds: The M&A Market and Approach to Dealmaking in Europe 10 GULF STATES OVERVIEW Al Tamimi & Co.: Business Conditions in the Arabian Gulf COUNTRY REPORTS: 18 AUSTRALIA King & Wood Mallesons: M&A in Australia 22 AUSTRIA Schoenherr: Austrian Public M&A in 2014 62 INDIA 102 RUSSIA Amarchand Mangaldas: Through the Lens: BBH: M&A Market in Russia: Turbulent Times 26 BELGIUM Rewriting the Rules of M&A in India Van Bael & Bellis: M&A Trends in Belgium 106 SLOVENIA 66 IRELAND Rojs, Peljhan, Prelesnik & Partnerji: Crisis 30 BRAZIL A&L Goodbody: M&A Activity in Ireland: and New Beginnings Mattos Filho: Brazil’s Evolving Private a Positive Outlook Equity Scene 110 SPAIN 70 ISRAEL Garrigues: Spain’s Road to Recovery 34 canaDA Herxog Fox & Neeman: Israel M&A Outlook: Excellence means Fasken Martineau Partners: Promising Cautiously Optimistic 114 SWITZERLAND Outlook for M&A in Canada Homburger: Switzerland: Inversion Transactions 78 ITALY new opportunities 38 CHILE Willkie Farr & Gallagher: The Introduction of 11 8 TURKEY Bahamondez, Alvarez & Zegers: Multiple Voting and Loyalty Shares in Italy Bener Law Office: Turkey: An M&A Gateway M&A Involving Family-Owned Businesses with arthur cox you can expect sound judgment and advice. You can expect in-depth sectoral 82 LUXEMBOURG 122 UNITED KINGDOM 42 china Allen & Overy: Luxembourg: A Global Herbert Smith Freehills: M&A in the UK expertise that will find new solutions to secure your success. You can expect a total commitment Shearman & Sterling: Cross-Border Platform 126 VENEZUELA to your business – a genuine partnership that gives you the confidence to move forward and M&A in China D’Empaire Reyna Abogados: Venezuela: Oil To find out how Arthur Cox can help you, 86 MEXICO embrace new opportunities.call us on: +000 With (0)0 000 Arthur 0000 Cox you can always expect excellence. 46 CZECH REPUBLIC Creel, García-Cuéllar, Aiza y Enríquez: and Gas M&A BBH: M&A in the Czech Republic: Energizing Growth: Mexico’s M&A Scene 130 VIETNAM Optimism Continues to Grow is Set to Boom LNT & Partners: A New Wave of Mergers and 50 FRANCOPHONE AFRICA 90 NORDICS Acquisitions in Vietnam Liedekerke: Seizing Opportunities and Borenius: Finland: A Favorable Outlook 135 TECHNOLOGY: SPECIAL REPORT Mitigating Risk in the DRC 94 peru Astrea: Belgium: Technology M&A Focus 54 GERMANY Miranda & Amado Abogados: Peru: Funds To find out more about our firm and how we can assist Jones Day: Trends in German Public M&A at the Forefront your organisation, please contact Conor Hurley, 58 HUNGARY 98 POLAND The ALM editorial team was not involved in this Resident New York Partner on: +1 212 782 3299 Bán, S. Szabo & Partners: The Main Trends Greenberg Traurig: Mergers and Acquisitions publication. All contributions are from the local www.arthurcox.com of Mergers and Acquisitions in Hungary in Poland representative law firm. Global M&A Guide 2015 3 Arthur Cox - American Lawyer, December 2014.indd 1 09/12/2014 16:48:30 M&A_FOB_Final.indd 3 12/12/14 6:23 PM Insight Information Events that Negotiating and Drafting have benefitted executives MAJOR BUSINESS from the US and Canada: AGREEMENTS Calgary, AB | Halifax, NS Insight Information is Canada’s leading provider of continuing Calgary, AB education conferences and networking events for senior executives and professionals throughout Canada and the Toronto, ON United States. Our record speaks for itself: our conferences focus on cutting edge legal and regulatory issues in all areas of Mergers and Acquisitions, Toronto, ON as well as Corporate Finance, Law, HR, Taxation, Oil & Gas, Energy, Construction, and more! Calgary, AB In Partnership With Visit our website and subscribe for relevant event notifications: www.InsightInfo.com 004pGMA0115.indd 4 12/12/14 6:28 PM Welcome THE GLOBAL M&A mARKEt StRENGtHENED CONSIDERABLY in 2014, driven by increased boardroom confidence to invest through M&A. We have seen the return of strategic deals and transformational M&A, some of which have been in the pipeline for years, as well as increased appetite for unsolicited moves. US investment is flooding back into Europe with American investors seeking opportunities to purchase European brands, patents and technologies, and to access European supply chains. We are also seeing strong M&A activity across the Asia Pacific region, as well as Latin America. The deal pipeline is strong across all major regions and in certain key sectors. This bodes well for M&A activity levels into 2015. Our guide provides expert analysis and updates from some of the leading law firms in jurisdictions across the globe. We hope you find it informative and useful. Danny Collins Managing Director International Division ALM [email protected] Global M&A Guide 2015 5 M&A_FOB_Final.indd 5 12/12/14 6:25 PM EUROPEAN OVERVIEW The M&A Market and Approach to Dealmaking in Europe Amidst healthy M&A activity, dealmakers need to be mindful that a deal is not necessarily the same in every country across Europe s far as M&A is concerned, often, would instead need to focus on the particular coun- Europe, and in particular the EU, tries involved, who the sellers are, and what the reg- is seen as one region by North ulatory environment is in any particular country. American commentators. People talk about doing “deals in Europe”. ECONOMIC HEALTH AIn addition the statistics which are produced often At the time of writing this article, economic surveys support this concept of a “European deal”. How- indicate moderate growth on a global basis provid- ever in reality, and while this is slowly changing, ing a supportive environment for M&A activity in the processes and style and the documentation can Europe. The Global all Industry Purchasing Man- vary dramatically depending on the particular agers Index (“PMI”) for the third quarter is just be- country in which an “M&A transaction in Europe” low the three year high of July 2014 reflecting solid is taking place. While cross border deals tend to contributions from the manufacturing and service be more Anglo-Saxon in style, if you are dealing sectors along with a continued acceleration of new with a transaction in a particular jurisdiction, let’s orders for manufacturing. say Poland or Sweden, there can be big variations It is fair to say the countries in Europe outside to what you might consider as the norm. The deal the Eurozone are seeing more M&A activity but the documentation in a domestic French deal will look Manpower Survey of hiring intentions reveals that very different to an English domestic deal. employers in 36 of 42 countries surveyed expected Also, often people talk about EU law. And workforce additions in quarter 4 2014 - pointing to while of course there are Directives coming down a wider optimism required for sustained growth in from the European Commission in Brussels to be M&A. Notwithstanding this, the combination of implemented at a national level in particular re- the need for growth and minimal inflation caused lating to social policy, to a large degree in rela- the European Central Bank to cut interest rates to tion to the corporate law, there is no EU law. Even record lows in the Eurozone in early September in where a directive could apply to a transaction, for an attempt to support the Eurozone economy. example in relation to the transfer of employees on a business sale otherwise known as the Acquired DEAL TOTALS/VALUATION Rights Directive or “TUPE”, each country will By the end of the third quarter, the mid-market interpret that directive in a different way so local transaction totals in Europe year on year increased advice is required. by just under 30% with a similar incremental in- A US acquirer should therefore not treat Europe crease in dollar value from 2013. This would in- as a single market for the purposes of M&A and dicate a healthy pipeline. The medium EBITDA 6 Global M&A Guide 2015 Global M&A_Eversheds_Final.indd 6 12/14/14 3:38 PM transaction multiple was 8 times for the first nine mentary in the marketplace that financial sponsors months of 2014, with transactions below £100 mil- would prefer to sell to another financial sponsor to lion having an EBITDA multiple of around 7 times move transactions on faster.
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