Baker McKenzie advised Sika on MBCC Group's divestment of business to INEOS
Baker McKenzie advised Sika on MBCC Group's divestment of business to INEOS
The acquisition is expected to complete in the first half of 2023
The Swiss-based global construction chemicals group, Sika AG, has taken a step to complete its EUR 5.3 billion acquisition of the MBCC Group from the private equity firm Lone Star.
MBCC, the former construction chemicals division of BASF, was acquired by Lone Star in 2019 and in 2021, it was sold to Sika.
Recently, Sika signed an agreement (for divestment) with INEOS Group Limited, the UK-based global chemicals group, for MBCC's admixtures business in the United States, Canada, the UK, the European Union, Australia, and New Zealand.
The divested business comprises production plants and sales offices for admixtures with 1,600 employees in 36 jurisdictions. The annual sales are about EUR 920 million.
Sika complies with its undertakings to the anti-trust authorities as a requirement for regulatory clearance of the MBCC acquisition.
Baker McKenzie's corporate/M&A team regularly advises on domestic and international capital markets transactions.
It advised Sika as a lead counsel on all legal aspects of the transaction, including regulatory processes, auction sale, carve-out of the divested business from MBCC Group, and legal documentation and negotiation of the transaction.
It involved a large international team of the law firm comprising hundreds of lawyers in over 50 jurisdictions, including many external law firms in jurisdictions outside the Baker McKenzie network.
Florian Kästle, the lead partner of Baker McKenzie's transaction team commented, "We are very happy that the successful signing of a divestment transaction with INEOS clears the way for Sika to complete its acquisition of the MBCC Group. The regulatory processes with numerous authorities around the world and the requirements for the carve-out and divestment created an extraordinary challenge for the transaction. I am glad that with our deep expertise in international anti-trust matters and our powerful global carve-out team, we assisted Sika in mastering these challenges."
The team advising Sika comprised:
Corporate/M&A team: Florian Kästle (partner, Frankfurt), Jannan Crozier (partner, London), and Alan Zoccolillo (partner, New York); Christian Atzler (partner, Frankfurt), Thorsten Seidel (partner, Berlin), James Heller (partner, London), George Ewen (associate, London), Stephan Gönczöl (associate, Munich), Felix Werner (associate, Frankfurt), Jieun Tak (associate, New York)
Antitrust team: Nicolas Kredel (partner, Düsseldorf), Christian Burholt (partner, Berlin), Gavin Bushell (partner, Brussels), Samantha Mobley, Luis Gomez (partners, London), Creighton Macy, Brian Burke, John Fedele, Teisha Johnson (partners, Washington), Arlan Gates (partner, Toronto), Georgina Foster (partner, Sydney), Jan Kresken (counsel, Düsseldorf), Florian Kotman, Markus Mossmann (associates, Düsseldorf), Karoline Phillips (senior associate, London), Justine Johnston (associate, Toronto).
Carve-out team: Holger Engelkamp (counsel, Berlin), Nikolas Lazaridis, Na-dine Uhrner (associates, Frankfurt), Phelim O'Doherty (partner, London), Kate Bromley, Kiki Tienstra (senior associates, London), Tiarna Meka (associate, London).
Tax team: Thomas Gierath (partner, Munich), Viktoria Ritter (associate, Munich), Philipp Klinker (partner Frankfurt), Ariane Schaaf (counsel, Frankfurt), Cornelia Hoene (associate, Frankfurt).
IP team: Rembert Niebel (partner, Frankfurt), Lena Weber (associate, Frankfurt)
Employment team: Gregor Dornbusch (partner, Frankfurt), Agnes Herwig (senior associate, Frankfurt), Julia Wilson (partner, London), Anne-Marie Davies (senior associate, London).
Pensions team: Jonathan Sharp (partner, London).
Foreign investment team: Anahita Thoms (partner, Düsseldorf), Alexander Ehrle (associate, Berlin)
The in-house team of Sika included: Stefan Mösli (General Counsel), Raffaella Marzi, Jürg Suter, Patrick Neill, and Barbara Barta.
