Dealwatch: Advisors secure $ 12 billion Darktrace Float and Aramco sale as Globalworth proves hot property

In another week of deal announcements, corporate advisors were hired to serve a diverse range of mandates, from the highly anticipated £ 3 billion Darktrace IPO to a $ 12 billion sale by Aramco and an unusual joint offer for Globalworth Real Estate Investments worth EUR 1.6 billion

The planned listing of the British cybersecurity start-up Darktrace on the London Stock Exchange sparked a lot of market speculation, as was the case after the IPO of the food company Deliveroo, which many described as catastrophic.

Founded in 2013 by a cohort of former intelligence experts and mathematicians, Darktrace uses artificial intelligence to counter cybersecurity threats to corporate IT systems. With the threat of cyberattacks growing in a pandemic-enforced work from home environment, the company is seen as a company with potential for growth.

Intending to publish the announcement released on Monday (April 12th), the company announced that revenue had increased from $ 79.4 million in 2018 to $ 199.1 million in 2020, with an average annual growth rate of To have increased 58.3%. According to Darktrace, Adjusted EBITDA improved from a loss of $ 27 million to a profit of $ 9 million over the same period. This was aided by a decrease in travel expenses as a result of government travel restrictions due to Covid-19.

The IPO was received with less skepticism than Deliveroo’s recent IPO on the London Stock Exchange, which saw a catastrophic price reversal. Almost £ 2bn wiped out the £ 7.6bn market cap. Market commentators were quick to blame short sellers, bad marketing, and bad timing for the unfortunate outcome.

It is not without its own controversy, however. Former Autonomy boss Mike Lynch is an investor in Darktrace through his venture fund Invoke Capital. The fact that Lynch is fighting against extradition to the United States for fraud allegations he has denied in connection with the sale of Autonomy to Hewlett-Packard in 2011 has raised eyebrows among observers.

Both principal legal advisors were also represented in Deliveroo’s IPO – Latham & Watkins is advising Darktrace with a team led by London corporate partners James Inness, Josh Kiernan and Robbie McLaren. Mark Austin and Doug Smith from Freshfields Bruckhaus Deringer advise the underwriters.

In a joint offer rarely seen by the takeover panel, CPI Property Group (CPIPG) and Aroundtown have made an offer for AIM-listed Globalworth Real Estate Investments as part of a planned takeover worth EUR 1.57 billion.

Existing shareholders CPIPG and Aroundtown have built up their stake in Globalworth over time and currently hold a combined 51% stake in the company. The offer is made via the CPIPG’s own vehicle, Zakiono Enterprises Limited.

Hogan Lovells advises CPIPG with a corporate team led by partners Daniel Simons and Sarah Shaw. The company also advised CPIPG on its original investment in Globalworth through the acquisition of Zakiono Enterprises in December.

Simons told Legal Business, ‘The deal is interesting because a joint offer from two major shareholders is rare given the high bar the acquisition panel is setting to achieve joint vendor status.

‘There was a lot of defensive activity last year, with an emphasis on bailout finance to repair balance sheets. Now, however, the UK market outlook is more positive as companies look ahead and implement their growth strategies, as evidenced by increased M&A activity this year. ‘

Skadden’s Danny Tricot and Scott Hopkins advise Globalworth, while White & Case advises Aroundtown with a team led by Margot Lindsay and Dominic Ross. The team also included Marc Israel, Will Smith and Nicholas Greenacre.

An Ashurst team led by corporate partner Tom Mercer is advising Barclays and Citigroup on the € 774 million cash offer that underpins the deal.

Latham and White & Case resurfaced this week when Aramco sold a 49% stake worth $ 12.4 billion in Aramco Oil Pipelines Company to a consortium led by institutional investor EIG.

Aramco will continue to own a 51% stake in the new company, indicating a total net present value of Aramco Oil Pipelines, a joint venture with Saudi Arabian Oil, of approximately $ 25.3 billion.

As part of the transaction, Aramco will lease the rights to use its pipeline network to Aramco Oil Pipelines, who will then return Aramco the exclusive right to use, transport, operate and maintain the pipeline network for 25 years. In return, the joint venture receives a quarterly, volume-based tariff payable by Aramco and secured by minimum volume obligations. Aramco maintains operational control of the pipeline network and assumes all operational and capital cost risks.

Latham advised EIG on the takeover with a team led by the London infrastructure partners Conrad Andersen and John Guccione as well as the London capital market partner Dean Naumowicz.

The deal follows similar asset sales of Abu Dhabi National Oil CompanyAndersen also advised a consortium led by Global Infrastructure Partners on the bridge financing and the takeover of bonds from the acquisition of the ADNOC gas pipelines in 2020.

White & Case advised long-term customer Saudi Aramco with a team made up of partners Ivan Paskal, Clark Wohlferd and Gary Kashar in New York. Marcus Booth and Sami Al-Louzi in Dubai; Carina Radford in London; Hansel Pham in Washington, DC; Jacquelyn MacLennan and Strati Sakellariou-Witt in Brussels; and Andrew Kreisberg in Los Angeles. Local partner Sonia Abdul-Rahman in Dubai also advised managing partner Megren Al-Shaalan from the law firm Megren M Al-Shaalan, a law firm with which White & Case has signed a cooperation agreement in Riyadh, on the deal.

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