What We Do

The transactional group is split into three sub-teams: corporate, finance, and commercial.

Corporate and finance

The corporate and finance teams in Belfast advise clients across a diverse range of sectors in respect of:

  • Mergers & Acquisitions.

  • Corporate reorganisations.

  • Venture capital.

  • Equity and debt capital markets.

Some of the transactions in which the team in Belfast have been involved include:

  • Acted for Johnson & Johnson in connection with the spin-off of its consumer health business.

  • Acted for Nielsen Holdings PLC in the USD 2.7 billion sale of its Global Connect business to affiliates of Advent International and in the subsequent USD 16 billion acquisition of Nielsen Holdings PLC by a private equity consortium. The Belfast team drafted the UK documentation, reviewed aspects of the local SPAs and APAs, carried out due diligence, coordinated the input from other jurisdictions working on the transaction, and assisted with the corporate aspects of the post-acquisition integration.

  • Acted and negotiated for venture capital investors in relation to all legal aspects of:

    • USD 18.8 million investment in a Series A funding round into a digital asset custodian company;

    • GBP 5 million investment in a Series A funding round into a digital planning and design software company; and

    • USD 2 million investment in a seed funding into an online gaming company.

  • Acted for Walgreens Boots Alliance, Inc in relation to the carve out and disposal of its Alliance Healthcare business to AmerisourceBergen Corporation for approximately USD 6.5 billion. Baker McKenzie led on the corporate reorganisation and carve-out of the Alliance Healthcare Business. The Belfast team drafted the UK documentation, carried out corporate due diligence, reviewed documents prepared by local counsel teams, and co-ordinated local counsel input.

  • Acted for various multinationals in respect of global internal reorganisation projects relating to pre-sale reorganisations, post-acquisition integrations, cash repatriations, and fiscal efficiency. The Belfast team have extensive experience of drafting UK corporate documents as part of such transactions, coordination of local counsel workflows, and review of local counsel's draft documentation and advice.

  • Acted for the State of Georgia, acting through the Ministry of Finance of Georgia, in connection with the issuance of USD 500 million 2.75% notes due 2026. The Belfast team assisted with drafting and updating various sections of the offering circular, updating transaction and CP documents, and preparing admission and third party appointment documentation.

  • Acted for the joint lead managers in connection with the issuance by a sovereign of USD 750 million notes in 144A/Reg S format. The Belfast team prepared the first drafts of management due diligence questionnaires and drafted and updated various transaction documentation.

  • Acted for Truecaller AB in connection with its IPO on Nasdaq Stockholm - Sweden's biggest tech IPO at the time of the offering. The Belfast team drafted various sections of the prospectus and performed verification.

Commercial

The commercial team in Belfast works on a broad range of areas including commercial contracts, information technology, and data privacy. In particular, the team in Belfast have extensive experience in relation to:

  • Commercial contract retainers, supporting in-house legal teams by providing additional resource to manage pinch points in workflow.

  • Drafting and reviewing contracts including supply of goods and services agreements, distribution agreements, IT and software licensing agreements, and transitional services agreements.

  • Managing multi-jurisdictional surveys, seeking advice from colleagues and partners across the globe on specific issues such as consumer law updates, requirements of online terms and conditions, and incorporation of standard terms of business in to contracts.

  • Data protection advice and drafting appropriate policy documentation.

  • Supporting due diligence projects on corporate transactions.

Some of the matters in which the team in Belfast have been involved include:

  • Multi-jurisdictional update of standard terms and conditions for a pharmaceutical client.

  • Launch of online ordering platform for a well-known food chain.

  • Commercial advisory retainers for a consumer goods client and a telecoms client.

  • Advertising & marketing advisory retainer for a consumer goods client.

  • Multi-jurisdictional monthly consumer law updates for a global media client.

  • Drafting and updating data protection documentation for a retail client post-acquisition.