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A 2015 Perspective
Robin Johnson – Partner, Eversheds LLP
Marc Nufer - Partner, Eversheds Switzerland
Cross Border M&A
1. Market Overview
2. Trends
3. Key Issues
4. Integration
5. Tips
Introduction
6. Process
7. Dealmaster
8. Case Studies
9. Eversheds
Information
The Mid-Market View
• 30% up in volume in Europe year-on-year
2013 to 2014
• Median EBITDA 8x with an average of 7x
for deals below 100 million in value
• 60% of all European deals are in UK and
Germany followed by France, Spain, Italy,
Netherlands, Ireland, Belgium, Sweden
and Switzerland
• North America still is the key big strategic inward
investor in Europe. The Asian Tiger has yet to
roar though in 2015 we are already seeing some
increased activity.
1. Appetite for risk – is there are a difference
between strategics and financial sponsors?
2. Do low interest rates create an opportunity
for financial sponsors or strategics?
3. PE Exits IPO? Is there a preference for
secondaries due to appetite of risk?
Triple track process
4. The PE/strategic issue. A clean exit against
corporate risk – what does this mean in practice?
5. Warranty and indemnity insurance,
lockbox and leakage
Non-Financial Trends
6. Role of VDD and approach to due diligence.
7. Auction processes, issues with data room,
redaction and content and process, markups
and liability caps and costs pre “exclusivity”.
8. How to avoid an auction if at all possible.
Fair market opinions.
9. General against specific disclosures.
10.Indemnity basis against common law basis
of damage.
11.Non-compete and carve-outs.
12.Conditionality, anti trust, financing,
MAC, regulatory consents (local).
13.Governing law clauses and arbitration.
Non-Financial Trends
1. Centralised project management
2. Commitments: time, quality, fees
3. Levels and materiality both in terms of due
diligence and transactional
4. Understanding local nuances
(eg. notary, language, documentation,
consultation, authorities etc.)
5. Time and expectations: meaningful and
achievable timetable. Assume 50% longer
on a cross-border deal and 75% more time.
Because deals will never go as planned!
Key issues on multi-jurisdictional deals
• Eversheds Blueprint Report
• Unsuccessful deals because of
– lack of connection between planning,
execution and integration of a
transaction
– Cultural differences
– Poor project management
• Core team throughout the transaction.
• Getting buy-in from local management
(communication, setting out rationale for the
transaction).
• Local compliance training in local language.
Integration
• Obtaining corporate, real estate and
other records as soon as possible.
• Talking to suppliers and customers.
Understanding local permits and local
regulatory requirements.
• Time and cost.
Talking rather than e-mailing.
Integration (cont…)
• Identify targets
• Following targets
• Getting to know targets
• Avoiding a process
• Standard confidentiality agreement
• Reviewing information memoranda
• Standard bid letters
• Process, plan, team, methodology
Some tips to an M&A process
Initial work in place before transaction:
1. Confidentiality undertaking
2. Review terms of engagement to advisors
3. Review transaction structure, identify key issues
and list of documents
4. Heads of terms, scope,
lockout, exclusivity
5. Competition issues, have
processes in place,
internal information to hand
Process
8. Due diligence questionnaire and data room
rules
9. Approach to redaction and lack of information
10.Standard due diligence report:
using report going forward as a
live document for use of
SPA value discussion,
review of disclosures
and integration.
Process (cont…)
Polling Question:
• Do you think your business would benefit from
having standardised bespoke documents of the
types we discussed?
An example
DealMaster
Preparation for Disposal - Solutions
Preparation
Sourcing
Documentation
Processing
Information
Preliminary
Transaction
Structure
• Getting to know one
another – kick-off
calls and briefing
• Bespoke information
request list
• Establishing a
transaction timeline
– carve-out and
disposal
• Experienced
project
management team
• Clear and focused
parameters for
documentation
required
• Building a well
structured virtual
data room
• Commercial
considerations
(translation
/redaction/stages
for release of
confidential
information)
• Analysing
documentation and
obtaining further
information
• DealMaster –
customisable
• Local lawyer input
• Running the legal
Q&A
• Disposal: umbrella
sale agreement
together with
template
mechanical sale
agreements
• Clear and concise
reporting in a
format which suits
you
• Identifying
timetable issues and
providing solutions
Project Dealmaster
This document has been prepared in relation to the proposed sale of ●.
Specifically this document is intended to:
1.constitute a reference document for each internal and external legal
counsel to access in order to understand the applicable jurisdiction-specific
transfer requirements in each of the relevant jurisdictions (the “Local
Transfer Protocol”); and
2. assist management in reviewing assets and determining which are to
be transferred to the purchaser (“Jurisdiction-Specific Asset Lists”).
Managing the Disposal - DealMaster
• Intelligent and customisable
project management tool
for multi-jurisdictional
transactions
• Time saving – easy
identification of assets
relevant to each jurisdiction
• Cost saving - Quick/easy
ready built reference guide
for understanding transfer
mechanics in relation to
assets
• Real-time map of the
business throughout the
transaction
• Easy to use format –
suitable for use by
management as well
as external advisers
• Simple user guide,
showing the link
between asset lists
for each
jurisdiction/entity
and the
local transfer
requirements
in relation to
those assets
• Navigating around
the tool is
straightforward –
it is all interlinked
DealMaster - User Guide overview
DealMaster - Contents Page
DealMaster - Local Transfer Requirements
• Asset lists can be uploaded and updated throughout the transaction
or on an ongoing basis
• Customisable e.g. can list contracts or use this tool to capture key terms
for all contracts in an easily ‘searchable/filterable’ format
• Enables management to:
• assess what is owned/used in each jurisdiction
• easily identify which assets will be carved-out of the transaction
• effectively evaluate bids
DealMaster - Asset Lists
• Large multi-national corporate acquiring
a company from private ownership
• Due diligence undertaken
– not focused enough
• Pension letters disclosed
– technical issues would have been understood
by an actuary
• Post completion: scheme underfunded
at time of acquisition by €3m. If properly
invested €21m (loss to fund)
Case Study One
• Court case. No breach of
warranty, no recovery.
Reasonable purchaser would
have sought expert actuarial,
advice on meaning of letters.
• Onus on purchaser to
comprehend the disclosures,
and if unclear, raise further
queries.
Case Study One (cont…)
• Lack of focus to due diligence
or maybe too focused on
the “wrong issues”
• Did not understand significance
of the matters disclosed
• Relied on own assessment without fully
understanding the risk [Court: The fact
significance of disclosure would only be
apparent to an actuary was irrelevant.]
• Post deal issues that came out of this approach
Issues coming out of Case Study One
(cont…)
• Lack of understanding of
technical issue disclosed
Key Lesson Learnt:
Do not underestimate the importance of
due diligence and having the
correct people review the
relevant documentation!
Issues coming out of Case Study One
• A large business acquiring
a division of another large
business
• Thorough due diligence
done but the pitfalls of
buying out of a large business
Case Study Two
• Transitional services issues –
how long should it take
• Tax and legal structuring issues –
opposing views – but control tax!!
• Hidden costs eg software licences, “rental” cash
• Stock options and other labour law issues
• Ownership of assets
Key Lesson Learnt: Importance of deal
planning and realistic bid timetable.
Focus on the carve out with the right team
Issues coming out of Case Study Two
• Acquisition by a large
corporate of an
entrepreneurial private
business
Case Study Three
• Cultural
• Understanding what made
the target business “click”
• The original owners role post deal
• Employees view of becoming part of
a large corporate and the organisational
changes that resulted
• Relationship with third party vendors
Key Lesson Learnt: Integrating culture
and incentivisation package
Issues coming out of Case Study Three
• Fixing the valuation
“gap” on a technology
Case Study Four
• Earn out arrangements
• Issues associated with earn out arrangements
including short term focus of vendors against
long term focus of buyers and what happens if
the buyer changes their mind.
• What happens when the synergies aren’t there
Issues Coming out of Case Study Four
Committed locally, connected globally
• Our team of international M&A lawyers comprises 350+ M&A lawyers across our global network
• We are one of the leading European midmarket corporate transactional teams,
extending beyond to the Middle East, Asia and Africa.
• Over 50% of our transactions involve more than 3 jurisdictions
• Advised on over US$95 billion of deals in 2012/13
• Our commitment to project management ensures we deliver consistent high quality across
our international network and control when it comes to timing and costs. We aim to provide
the most transparent and predictable international corporate legal offering available
• We have invested millions of Euros in internal training
• We adopt a multidisciplinary approach – no silo mentality
• Extensive use of technology
• Cost budgeting, transparency and certainty
The Eversheds’ M&A Group
• Chemtura on the $1bn sale of its agrochemicals business
across 36 jurisdictions
• China National Nuclear Corporation (CNNC) on its
investment in the £16bn Hinkley Point C nuclear power station
• DuPont on the European aspects of the US$4.9 billion disposal
of its performance coatings business across 18 jurisdictions
• Cisco in connection with its $5bn acquisition of NDS
• AID Partners Capital on the acquisition of the HMV business
in Hong Kong and Singapore
• May Gurney on the £221m takeover by Kier
• Anglo American on the sale of a portfolio of UK assets for £285m
• Dairy Crest on the sale of its French spreads business
for £344 million.
Highlight recent deals
We provide strategic advice to international leaders
and household names
Electra Partners on its
£160m acquisition of UBM's
Data Services businesses
across 28 jurisdictions
AID Partners Capital
Limited on its acquisition of
the entire stake in HMV
Hong Kong, Singapore and
Greater China
DuPont on the European
aspects of its US$4.9bn
disposal of its performance
coatings business across 18
jurisdictions
Oaktree Capital on its
€175m acquisition of
Milpro and Evac from
Zodiac Marine &
Pool across 11
jurisdictions
Sunrise Senior Living,
leading care home
operator, on its
acquisition by US group
Health Care REIT in a
deal valued at $4.3bn
(£2.7bn)
Cisco on the $5bn
acquisition of NDS
Flybe in connection with
its €150m (£128m)
acquisition of 43 short-
haul routes operated
by Aer Lingus
AID Partners Capital Ltd
on a US$10m investment
in Prime Focus World
N.V.
Tech Data Corporation
on the strategic £220m
purchase of several
distribution companies
from Specialist Computer
Holdings in the UK
Rutland Partners on the
sale of Advantage
Healthcare and the
acquisition of Timbmet
Door Solutions
M&A track record
Experience you can trust
The management team
of Metronet UK in
relation to the MBO of
Metronet backed by LDC
The management team
of Four Seasons
Healthcare in relation to
Terra Firma’s £825m
acquisition of Four
Seasons
Rhapsody on its
acquisition of Napster
Europe
Isis Equity Partners and
management on the sale
and secondary buy-out
of online retailer Wiggle
for £180m
3M on its acquisition of
the DIY and professional
division of French group
Gergonne/GPI
Hampson Industries on
the USD84m sale of its
shims business
Jardine Lloyd Thompson
Group plc on the partial
offer from Jardine
Matheson to take its
shareholding to approx
40%
ECI Partners LLP on the
£50m secondary
management buy out of
rail travel company
Amber Travel from
Primary Capital
ghd management team
on its sale from Montagu
Private Equity to Lion
Capital
May Gurney on the
£221m takeover offer
from Kier
M&A track record
Experience you can trust
• We are able to develop and add value to our client relationships
through our collaborative approach and range of innovative tools,
reports and training
Innovative thought leaders
Expertise and insight for clients
• Designed to emphasise the global
capability of the Eversheds M&A
offering
• One document to showcase our
international team, cross border
work and high profile projects
• Includes a front end commentary –
“our take” – on the current market
• Excellent firm and client feedback
• Second edition being planned for
Q1 2015
Corporate marketing and BD tools
International M&A Dealbook
Robin Johnson
Client Partner, Corporate
International Lead (UK)
robinjohnson@eversheds.com
+44 207 919 4754
+44 783 141 4079
Marc Nufer
Partner, Corporate (Switzerland)
Marc.nufer@eversheds.ch
+41 31 32 87 58 0
David Williams
Partner, Corporate (Spain)
dwilliams@evershedsnicea.com
+34 60 80 98 44 4
Paul Cotton
Partner, Labour Law
International Lead (UK)
paulcotton@eversheds.com
+44 113 200 4745
+44 777 558 6259
International M&A Team
Tom Bridgford
Partner, International Commercial
Lead (UK)
tombridgford@eversheds.com
+44 161 831 8231
+44 776 651 1501
Charlotte Chambers
Project Manager , Corporate (UK)
charlottechambers@eversheds.com
+44 207 919 4964
+44 755 701 4315
International M&A Team
For further information, please
contact:
Robin Johnson
robinjohnson@Eversheds.com
+ 44 20 7919 4754
Marc Nufer
marc.nufer@Eversheds.ch
+ 41 31 32 87 58 0
© EVERSHEDS LLP 2015. Eversheds LLP is a limited liability partnership.CAR_LIB1-#10415436

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Cross Border M&A

  • 1. A 2015 Perspective Robin Johnson – Partner, Eversheds LLP Marc Nufer - Partner, Eversheds Switzerland Cross Border M&A
  • 2. 1. Market Overview 2. Trends 3. Key Issues 4. Integration 5. Tips Introduction 6. Process 7. Dealmaster 8. Case Studies 9. Eversheds Information
  • 3. The Mid-Market View • 30% up in volume in Europe year-on-year 2013 to 2014 • Median EBITDA 8x with an average of 7x for deals below 100 million in value • 60% of all European deals are in UK and Germany followed by France, Spain, Italy, Netherlands, Ireland, Belgium, Sweden and Switzerland • North America still is the key big strategic inward investor in Europe. The Asian Tiger has yet to roar though in 2015 we are already seeing some increased activity.
  • 4. 1. Appetite for risk – is there are a difference between strategics and financial sponsors? 2. Do low interest rates create an opportunity for financial sponsors or strategics? 3. PE Exits IPO? Is there a preference for secondaries due to appetite of risk? Triple track process 4. The PE/strategic issue. A clean exit against corporate risk – what does this mean in practice? 5. Warranty and indemnity insurance, lockbox and leakage Non-Financial Trends
  • 5. 6. Role of VDD and approach to due diligence. 7. Auction processes, issues with data room, redaction and content and process, markups and liability caps and costs pre “exclusivity”. 8. How to avoid an auction if at all possible. Fair market opinions. 9. General against specific disclosures. 10.Indemnity basis against common law basis of damage. 11.Non-compete and carve-outs. 12.Conditionality, anti trust, financing, MAC, regulatory consents (local). 13.Governing law clauses and arbitration. Non-Financial Trends
  • 6. 1. Centralised project management 2. Commitments: time, quality, fees 3. Levels and materiality both in terms of due diligence and transactional 4. Understanding local nuances (eg. notary, language, documentation, consultation, authorities etc.) 5. Time and expectations: meaningful and achievable timetable. Assume 50% longer on a cross-border deal and 75% more time. Because deals will never go as planned! Key issues on multi-jurisdictional deals
  • 7. • Eversheds Blueprint Report • Unsuccessful deals because of – lack of connection between planning, execution and integration of a transaction – Cultural differences – Poor project management • Core team throughout the transaction. • Getting buy-in from local management (communication, setting out rationale for the transaction). • Local compliance training in local language. Integration
  • 8. • Obtaining corporate, real estate and other records as soon as possible. • Talking to suppliers and customers. Understanding local permits and local regulatory requirements. • Time and cost. Talking rather than e-mailing. Integration (cont…)
  • 9. • Identify targets • Following targets • Getting to know targets • Avoiding a process • Standard confidentiality agreement • Reviewing information memoranda • Standard bid letters • Process, plan, team, methodology Some tips to an M&A process
  • 10. Initial work in place before transaction: 1. Confidentiality undertaking 2. Review terms of engagement to advisors 3. Review transaction structure, identify key issues and list of documents 4. Heads of terms, scope, lockout, exclusivity 5. Competition issues, have processes in place, internal information to hand Process
  • 11. 8. Due diligence questionnaire and data room rules 9. Approach to redaction and lack of information 10.Standard due diligence report: using report going forward as a live document for use of SPA value discussion, review of disclosures and integration. Process (cont…)
  • 12. Polling Question: • Do you think your business would benefit from having standardised bespoke documents of the types we discussed?
  • 14. Preparation for Disposal - Solutions Preparation Sourcing Documentation Processing Information Preliminary Transaction Structure • Getting to know one another – kick-off calls and briefing • Bespoke information request list • Establishing a transaction timeline – carve-out and disposal • Experienced project management team • Clear and focused parameters for documentation required • Building a well structured virtual data room • Commercial considerations (translation /redaction/stages for release of confidential information) • Analysing documentation and obtaining further information • DealMaster – customisable • Local lawyer input • Running the legal Q&A • Disposal: umbrella sale agreement together with template mechanical sale agreements • Clear and concise reporting in a format which suits you • Identifying timetable issues and providing solutions
  • 15. Project Dealmaster This document has been prepared in relation to the proposed sale of ●. Specifically this document is intended to: 1.constitute a reference document for each internal and external legal counsel to access in order to understand the applicable jurisdiction-specific transfer requirements in each of the relevant jurisdictions (the “Local Transfer Protocol”); and 2. assist management in reviewing assets and determining which are to be transferred to the purchaser (“Jurisdiction-Specific Asset Lists”). Managing the Disposal - DealMaster • Intelligent and customisable project management tool for multi-jurisdictional transactions • Time saving – easy identification of assets relevant to each jurisdiction • Cost saving - Quick/easy ready built reference guide for understanding transfer mechanics in relation to assets • Real-time map of the business throughout the transaction
  • 16. • Easy to use format – suitable for use by management as well as external advisers • Simple user guide, showing the link between asset lists for each jurisdiction/entity and the local transfer requirements in relation to those assets • Navigating around the tool is straightforward – it is all interlinked DealMaster - User Guide overview
  • 18. DealMaster - Local Transfer Requirements
  • 19. • Asset lists can be uploaded and updated throughout the transaction or on an ongoing basis • Customisable e.g. can list contracts or use this tool to capture key terms for all contracts in an easily ‘searchable/filterable’ format • Enables management to: • assess what is owned/used in each jurisdiction • easily identify which assets will be carved-out of the transaction • effectively evaluate bids DealMaster - Asset Lists
  • 20. • Large multi-national corporate acquiring a company from private ownership • Due diligence undertaken – not focused enough • Pension letters disclosed – technical issues would have been understood by an actuary • Post completion: scheme underfunded at time of acquisition by €3m. If properly invested €21m (loss to fund) Case Study One
  • 21. • Court case. No breach of warranty, no recovery. Reasonable purchaser would have sought expert actuarial, advice on meaning of letters. • Onus on purchaser to comprehend the disclosures, and if unclear, raise further queries. Case Study One (cont…)
  • 22. • Lack of focus to due diligence or maybe too focused on the “wrong issues” • Did not understand significance of the matters disclosed • Relied on own assessment without fully understanding the risk [Court: The fact significance of disclosure would only be apparent to an actuary was irrelevant.] • Post deal issues that came out of this approach Issues coming out of Case Study One
  • 23. (cont…) • Lack of understanding of technical issue disclosed Key Lesson Learnt: Do not underestimate the importance of due diligence and having the correct people review the relevant documentation! Issues coming out of Case Study One
  • 24. • A large business acquiring a division of another large business • Thorough due diligence done but the pitfalls of buying out of a large business Case Study Two
  • 25. • Transitional services issues – how long should it take • Tax and legal structuring issues – opposing views – but control tax!! • Hidden costs eg software licences, “rental” cash • Stock options and other labour law issues • Ownership of assets Key Lesson Learnt: Importance of deal planning and realistic bid timetable. Focus on the carve out with the right team Issues coming out of Case Study Two
  • 26. • Acquisition by a large corporate of an entrepreneurial private business Case Study Three
  • 27. • Cultural • Understanding what made the target business “click” • The original owners role post deal • Employees view of becoming part of a large corporate and the organisational changes that resulted • Relationship with third party vendors Key Lesson Learnt: Integrating culture and incentivisation package Issues coming out of Case Study Three
  • 28. • Fixing the valuation “gap” on a technology Case Study Four
  • 29. • Earn out arrangements • Issues associated with earn out arrangements including short term focus of vendors against long term focus of buyers and what happens if the buyer changes their mind. • What happens when the synergies aren’t there Issues Coming out of Case Study Four
  • 30. Committed locally, connected globally • Our team of international M&A lawyers comprises 350+ M&A lawyers across our global network • We are one of the leading European midmarket corporate transactional teams, extending beyond to the Middle East, Asia and Africa. • Over 50% of our transactions involve more than 3 jurisdictions • Advised on over US$95 billion of deals in 2012/13 • Our commitment to project management ensures we deliver consistent high quality across our international network and control when it comes to timing and costs. We aim to provide the most transparent and predictable international corporate legal offering available • We have invested millions of Euros in internal training • We adopt a multidisciplinary approach – no silo mentality • Extensive use of technology • Cost budgeting, transparency and certainty The Eversheds’ M&A Group
  • 31. • Chemtura on the $1bn sale of its agrochemicals business across 36 jurisdictions • China National Nuclear Corporation (CNNC) on its investment in the £16bn Hinkley Point C nuclear power station • DuPont on the European aspects of the US$4.9 billion disposal of its performance coatings business across 18 jurisdictions • Cisco in connection with its $5bn acquisition of NDS • AID Partners Capital on the acquisition of the HMV business in Hong Kong and Singapore • May Gurney on the £221m takeover by Kier • Anglo American on the sale of a portfolio of UK assets for £285m • Dairy Crest on the sale of its French spreads business for £344 million. Highlight recent deals We provide strategic advice to international leaders and household names
  • 32. Electra Partners on its £160m acquisition of UBM's Data Services businesses across 28 jurisdictions AID Partners Capital Limited on its acquisition of the entire stake in HMV Hong Kong, Singapore and Greater China DuPont on the European aspects of its US$4.9bn disposal of its performance coatings business across 18 jurisdictions Oaktree Capital on its €175m acquisition of Milpro and Evac from Zodiac Marine & Pool across 11 jurisdictions Sunrise Senior Living, leading care home operator, on its acquisition by US group Health Care REIT in a deal valued at $4.3bn (£2.7bn) Cisco on the $5bn acquisition of NDS Flybe in connection with its €150m (£128m) acquisition of 43 short- haul routes operated by Aer Lingus AID Partners Capital Ltd on a US$10m investment in Prime Focus World N.V. Tech Data Corporation on the strategic £220m purchase of several distribution companies from Specialist Computer Holdings in the UK Rutland Partners on the sale of Advantage Healthcare and the acquisition of Timbmet Door Solutions M&A track record Experience you can trust
  • 33. The management team of Metronet UK in relation to the MBO of Metronet backed by LDC The management team of Four Seasons Healthcare in relation to Terra Firma’s £825m acquisition of Four Seasons Rhapsody on its acquisition of Napster Europe Isis Equity Partners and management on the sale and secondary buy-out of online retailer Wiggle for £180m 3M on its acquisition of the DIY and professional division of French group Gergonne/GPI Hampson Industries on the USD84m sale of its shims business Jardine Lloyd Thompson Group plc on the partial offer from Jardine Matheson to take its shareholding to approx 40% ECI Partners LLP on the £50m secondary management buy out of rail travel company Amber Travel from Primary Capital ghd management team on its sale from Montagu Private Equity to Lion Capital May Gurney on the £221m takeover offer from Kier M&A track record Experience you can trust
  • 34. • We are able to develop and add value to our client relationships through our collaborative approach and range of innovative tools, reports and training Innovative thought leaders Expertise and insight for clients
  • 35. • Designed to emphasise the global capability of the Eversheds M&A offering • One document to showcase our international team, cross border work and high profile projects • Includes a front end commentary – “our take” – on the current market • Excellent firm and client feedback • Second edition being planned for Q1 2015 Corporate marketing and BD tools International M&A Dealbook
  • 36. Robin Johnson Client Partner, Corporate International Lead (UK) robinjohnson@eversheds.com +44 207 919 4754 +44 783 141 4079 Marc Nufer Partner, Corporate (Switzerland) Marc.nufer@eversheds.ch +41 31 32 87 58 0 David Williams Partner, Corporate (Spain) dwilliams@evershedsnicea.com +34 60 80 98 44 4 Paul Cotton Partner, Labour Law International Lead (UK) paulcotton@eversheds.com +44 113 200 4745 +44 777 558 6259 International M&A Team
  • 37. Tom Bridgford Partner, International Commercial Lead (UK) tombridgford@eversheds.com +44 161 831 8231 +44 776 651 1501 Charlotte Chambers Project Manager , Corporate (UK) charlottechambers@eversheds.com +44 207 919 4964 +44 755 701 4315 International M&A Team
  • 38. For further information, please contact: Robin Johnson robinjohnson@Eversheds.com + 44 20 7919 4754 Marc Nufer marc.nufer@Eversheds.ch + 41 31 32 87 58 0
  • 39. © EVERSHEDS LLP 2015. Eversheds LLP is a limited liability partnership.CAR_LIB1-#10415436