Legal Business Blogs

‘A landmark transaction’: Macfarlanes advises UK tech start-up Improbable on $502m financing from SoftBank

Macfarlanes has advised UK based virtual simulation start-up Improbable on its $502m financing raised from Japanese telecoms group SoftBank.

Improbable is now valued at more than $1bn following the largest ever venture finance round by a private British company. The investment will be used to further develop technology and hire additional staff for the five-year old company’s London and San Francisco offices.

Improbable turned to Macfarlanes, which has been advising the firm since 2012 on its previous funding rounds. The firm’s team included corporate and M&A partners Alex Edmondson and Richard Burrows. Cooley advised SoftBank on the funding round with a team led by business partners Ryan Naftulin based in London and Matthew Bartus in Palo Alto.

Edmondson said: ‘This is a transformational investment for Improbable, which we were delighted to advise and work closely with [chief legal officer] Rob Miller on, and is a continuation of the relationship we have built with Improbable and its founder Herman since first incorporating the company five years ago. It also represents a landmark transaction for the UK start-up scene, being the largest fundraising seen to date, and validates the UK technology sector as a significant global force.’

In March it emerged social gaming giant King Digital Entertainment’s chief legal officer and company secretary Miller (pictured) was to leave for Improbable. Miller joined the mobile games developer, best known for its Candy Crush Saga game, in 2012, when the company grew from three European offices to 10 and expanded from 150 employees to more than 2,000. Miller joined Improbable as its first in-house lawyer.

Last year Slaughter and May, Freshfields Bruckhaus Deringer, Davis Polk & Wardwell and Morrison & Foerster scored roles on SoftBank’s £24.3bn deal to acquire UK tech flagbearer ARM Holdings.

A long-time adviser to ARM, Slaughters led as the chip designer agreed a deal that became the largest ever acquisition of a European tech business. ARM turned to M&A heavyweight Steve Cooke, London-based corporate lawyer Chris McGaffin, who was promoted to partner at Slaughter and May in 2015, and Brussels-based competition partner Jordan Ellison also advised on the deal.

Davis Polk & Wardwell were also listed as legal counsel to ARM. Davis Polk’s team on the deal included managing partner Thomas Reid and Reuven Young.

Morrison & Foerster, a longstanding adviser to SoftBank, again acted for the Japanese firm along with Freshfields which was drafted in to provide London M&A muscle. Ben Spiers, Freshfields’ then global co-head of M&A, and corporate partner Stephen Hewes acted for SoftBank.