The Clearway Group has secured a £23 million funding package to support its growth strategy. The company – a vacant property service business that provides technological solutions (such as alarms and CCTV) – raised the money from the banks Santander and BGF.
DLA Piper, CMS Cameron Nabarro McKenna Olswang LLP, Alternative Avocats and Reed Smith advised as part of the transaction.
This operation also led to the acquisition of Protim, a French group, by The Clearway Group Limited. In this deal, in the United Kingdom, The Clearway Group was represented by DLA PIPER with James Kerrigan. The shareholders of the Protim group were represented by Alternative Avocats (Olivier Savelli).
Reed Smith had advised Santander with Monica Barton, and Cameron McKenna Nabarro Olswang LLP advised BGF with Doug Land and Michelle Kirkland.
Interview with Olivier Savelli at Alternative Avocats
Why do you think your firm was ideal for representing Protim Group?
Protim Group has been developed by a French individual who was not familiar with international transactions. I have been working on worldwide deals for almost 20 years – I spent 12 years at the Paris office of Proskauer (I was International Corporate Counsel) and then decided to create my own law firm, Alternative Avocats. The purpose of this law firm is mainly to assist French clients in their international deals as well as foreign companies in their activity in France, either in the context of M&A or for international agreements, joint venture, disputes, etc. This background was crucial in the context of this deal.
Were there any unexpected challenges in this transaction? How did you overcome this?
There were two prongs in this deal. The corporate one on which I was involved was rather straightforward. However, the financing one (for The Clearway Group to raise £23million) was trickier and both prongs were closely interrelated. So we sometimes had to also manage the financial side of the transaction in order to close the deal.
What are three key things you must be aware of before advising on a transaction similar to this one?
- Pedagogy. You need to be familiar with international documentation (especially with respect to due diligence and share purchase agreements) and be able to explain the process to clients who are experienced businessmen even in the M&A field (we also represented Protim for a previous acquisition of a French target) but not familiar with the Anglo-Saxon world.
- Negotiation. There are a lot of tricks you need to know in the context of the negotiation in order to get the best protection for your client – the purchase price is not all, you can lose a lot of it pursuant to a poorly negotiated agreement.
- Out of the box. In every deal, you face the unknown. So it is up to you to be able to find the best solutions (thus the name of the law firm “Alternative”) – even if sometimes they are more business than legal oriented – which is not a problem for me since I like being very familiar with my client’s business.