Key Takeaways
- • Ares funds are providing the equity financing for the cash offer in a board-recommended take-private of Apax Global Alpha Limited (AGA), per Latham & Watkins.
- • The cash offer values AGA's share capital at approximately US$1.1 billion on a fully diluted basis.
- • Janus Bidco Limited, a newly formed entity wholly owned by a new unlisted fund advised by Apax, is making the offer, which includes a cash option and an unlisted share alternative.
- • The transaction is expected to be implemented by scheme of arrangement, subject to AGA shareholder approval.
- • Latham & Watkins' cross-practice team, led by London funds partner James McCrory and London M&A partner Richard Butterwick, advised Ares.
Summary
The offer is being made by Janus Bidco Limited, a newly formed entity wholly owned by a new unlisted fund that will be advised by Apax. It seeks to acquire the entire issued and to-be-issued share capital of AGA. The offer has two components: a cash offer and an unlisted share alternative offer. Ares is providing the equity financing for the cash offer. The cash offer values AGA's share capital at approximately US$1.1 billion on a fully diluted basis.
The acquisition is expected to be implemented through a scheme of arrangement, which requires the approval of AGA's shareholders. The transaction is structured as a take-private.
The Latham team was led by London funds partner James McCrory and London M&A partner Richard Butterwick, with associates Chris Ramsey, Richard Brown, Nick McCoy, and Gemma Cotton. New York counsel Lauren Bewley advised on tax matters, and Brussels partner David Little and counsel Philipp Studt advised on antitrust matters.
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