Mergers and Acquisitions

Mergers and acquisitions is one of the core areas of our practice.

We have extensive experience in advising clients on corporate transactions across various industry sectors in Russia, the UK and Continental Europe.  We provide legal support in all aspects of mergers and acquisitions and restructuring, including consolidation, de-merger, spin-off and re-organisation. Our long term relationships with clients and close involvement in the deals from initial stages up to completion enables us to provide proactive and commercially sensitive advice.

We prepare the legal documentation including investment and shareholder agreements (including anti-dilution provisions and voting, redemption, pre-emption and other rights, joint venture agreements and foundation documents), term sheets, share swap agreements, put and call option agreements, sale and purchase agreements and other legal documents. We also advise on complex exit option structures.

Representative transactions – our lawyers have advised:

  • the Russian TV company TNT Teleset (part of the major Russian media group, Gazprom Media)(TNT) on the acquisition of a controlling stake in Comedy Club, the TV production company that produces most of Russia’s popular comedy programmes and TV shows;
  • the EBRD on a USD 3 million equity investment in Lithuania;
  • TNT on the multi-million USD acquisition of a library of popular TV shows from GoodStoryMedia, a TV production company;
  • a major Russian investment group on the structuring, documenting and negotiating of a multi-million USD acquisition of oil fields in Russia;
  • a major broadcasting company on setting up a joint-venture with an investor that will be engaged in licensing media content from the US and Europe and sub-licensing it to Asian users; and
  • an international investment company on setting up a start-up company in the UK to create an Internet platform for the legal distribution of digital content.

Testimonials

…a team of highly skilled commercial lawyers, whose attention to details is evident in every aspect of their role.
Founder & CEO of an Internet start-up company
…very knowledgeable and particularly creative in finding solutions to a problem…
Head of Financial Institutions, a major Russian commercial bank
…uncanny ability to find an original angle others have not thought of…
Partner, Bristows LLP
…the highest professionalism of lawyers enabled us to structure the deal with the maximum possible comfort for our company, for which we are grateful…
Head of Finance Operations, Rosvodokanal
…there were a few moments when we thought that we would never find common ground and complete the transaction…it was your recommendations and attention to detail which left a very professional impression on our counterparty and made them somewhat more trusting and agreeable.

Padva, Haslam - Jones & Partners LLP
Hamilton House
1 Temple Avenue 
London  EC4Y 0HA
T : +44 (0) 20 7353 5555
F : +44 (0) 20 7353 5557