Deal in BriefIn conjunction with the client’s preferred US counsel, the KWM employment team provided a “rest of the world” solution in the transfer of the most important tangible asset of the data recovery business – 450 employees in 28 jurisdictions. Work spanned over nine months and included pre-signing diligence, amendments to sale documentation and a costs and employee transfer analysis for each jurisdiction, as well as effecting the post-signing employee transfers in the top 12 priority jurisdictions. Noteworthy project management tasks conducted by the team included standardising the due diligence exercise by producing a tabular questionnaire to ensure the completion of the exercise within a week from instruction, up front agreement of the transfer and consultation analysis to ensure the timely completion of the employee transfer process, a 24/7 approach to product delivery to prevent road blocks due to time zones and the agreement to enter into a global fixed fee arrangement for the project therefore having KWM accept the risk for any local counsel overspend.

ProjectAmadeus

KWM WORK STREAMS

■ DUE DILIGENCE

■ SALE DOCUMENTATION AMENDMENTS

■ SEVERANCE ANALYSIS

■ TRANSFER ANALYSIS

■ EMPLOYEE INFORMATION AND CONSULTATION PROCESSES

■ EMPLOYEE TRANSFER DOCUMENTATION

Purchase of assets of leading data protection software business by US private equity house

WINNER OF COMMERCIAL TEAM OF THE YEARBRITISH LEGAL AWARDS 2015

UKNETHERLANDS

FRANCESPAIN

GERMANYDENMARK

ITALY AUSTRIACZ. REP.

UAEISRAEL

RUSSIASWEDEN

AUSTRALIA

CANADA

MEXICO

COLOMBIA

BRAZIL

ARGENTINA

CHINA

INDIATHAILAND

HONG KONG

MALAYSIA

JAPAN

SINGAPORE

CHILE

SOUTH KOREA

Deal in BriefThe KWM employment team acted on behalf of a global technology company on the 100% share sale of its shares in a UK company to an American company. KWM managed the global advice, under very tight timescales, across the 26 jurisdictions in which the client had staff (approximately 2,000 employees in total). Acting as a single point of contact for the client, the KWM team co-ordinated the advice from local KWM lawyers and our preferred partners in multiple different time zones to produce a comprehensive pre-signing due diligence and legal analysis report of the information and consultation requirements and any issues or obligations which would have an impact on the timing of the sale – or the sale itself – if not met or overcome. Documentation was produced in a standardised, easy to read tabular form for each country for convenient review.

ProjectHoliday

KWM WORK STREAMS

■ INFORMATION AND CONSULTATION ANALYSIS

■ WORKS COUNCIL/TRADE UNION/EMPLOYEE REPRESENTATIVES’ OBLIGATIONS

■ SEVERANCE ANALYSIS

■ REDUNDANCY/DISMISSAL ANALYSIS

Share sale of a global technology company

WINNER OF COMMERCIAL TEAM OF THE YEARBRITISH LEGAL AWARDS 2015

UK

NETHERLANDS

SPAIN

IRELAND

PORTUGAL

GERMANYPOLAND

DENMARK

ITALY

SWITZERLANDBELGIUM

SLOVENIA

AUSTRIA

TURKEY

CZ. REP.HUNGARY

BULGARIAROMANIA

ISRAEL

GREECE

CROATIA

SWEDEN

NORWAY FINLAND

INDIA

Deal in BriefThe KWM employment team project managed all non-US aspects of a private equity firm’s $1.215 billion purchase of a chemical business involving the transition of approximately 290 employees globally across 12 jurisdictions. The KWM employment team were recommended to this new client by US counsel and an accountancy firm with whom we had previously worked closely on other projects in a similar role. The individuals’ employments were transitioned over a tight six week timescale during which the KWM team project managed the transfer and information and consultation analysis of all non-US jurisdictions, coordinated the production of employment documentation and managed the signing process in respect of such employees. Notably, KWM provided wider services than simply legal assistance and took over the establishment of payroll across each jurisdiction when it became apparent that the appointed payroll provider would be unable to meet the necessary deadline. The team also coordinated the appointment of directors and representatives in each jurisdiction and the setting up of bank accounts in each jurisdiction (which was complicated by virtue of the fact that account holders were overseas residents).

ProjectAruba

KWM WORK STREAMS

■ TRANSFER ANALYSIS

■ EMPLOYMENT DOCUMENTATION

■ EMPLOYEE INFORMATION AND CONSULTATION PROCESSES

■ APPOINTING DIRECTORS AND OFFICERS

■ PAYROLL SET UP

■ BANK ACCOUNT SET UP

Combined share and asset purchase of a global chemical business

WINNER OF COMMERCIAL TEAM OF THE YEARBRITISH LEGAL AWARDS 2015

FRANCE SWITZERLAND

ITALY

INDIATHAILAND

INDONESIA

JAPANSOUTH KOREA

CHINA

SINGAPORE

Deal in BriefThe KWM employment team (together with the respective corporate teams) acted on behalf of a US-based mid-market private equity firm on the acquisition of 100% shares of a Belgian parent company (with pan-European subsidiaries).

KWM project managed the local counsel (comprised of local KWM lawyers and preferred partners) of the four priority jurisdictions for the business to identify and overcome any material road blocks to completion of the deal. The key work streams included conducting a standardised diligence report for each jurisdiction and commenting on the sale documentation to address the key employment concerns of each jurisdiction, all achieved within four weeks of instruction. The KWM employment team also worked closely with specialists to ensure that documents were translated quickly at a competitive rate and with IP specialists to put in place group-wide confidentiality, intellectual property and restrictive covenant agreements, tailored to particular local–law requirements.

ProjectBold

KWM WORK STREAMS

■ TRANSACTION ANALYSIS

■ SALES DOCUMENTATION AMENDMENTS

■ EMPLOYEE INFORMATION AND CONSULTATION PROCESSES

■ DUE DILIGENCE

■ SEVERANCE ANALYSIS

■ DOCUMENT TRANSLATION

Share acquisition of the Belgian parent company of an international marketing automation group

WINNER OF COMMERCIAL TEAM OF THE YEARBRITISH LEGAL AWARDS 2015

UK NETHERLANDSGERMANYBELGIUM

FRANCE