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Dealwatch: Latham and Bakers handle agriculture merger as Weil and Kirkland land fintech financing

Big deals in agriculture, social care and fintech have stood out in the market in recent days, with leading US and UK-headquartered firms scoring lead mandates.

The irrigation sector saw consolidation with the merger of Temasek-owned Rivulis and publicly-listed Jain Irrigation in a cash and stock transaction. The combined entity will be a global force in the irrigation space with $750m in revenues and coverage across 35 countries.

Under the terms of the agreement, Temasek will own 78% of the new entity, with Jain Irrigation receiving stock comprising a 22% interest. The new company, which will continue to be named Rivulis, is to have its headquarters in Singapore and Israel.

Jain irrigation was advised by Baker McKenzie with a City team led by corporate partner Alex Lewis, corporate finance partner Haden Henderson and restructuring partner Priyanka Usmani. The team was supported by Alistair Craig (tax), Luiz Gomez (antitrust) and Steve Holmes (IP and technology). The London team was assisted from the US by Lane Morgan and Brian Burke who operate from Dallas and Washington DC.

Latham & Watkins represented Rivulis. City partner Robbie McClaren led the cross-office corporate team, which also included Farhana Sharmeen and Shaun Hartley, partners respectively based in Singapore and Chicago. The City support team featured Deborah Kirk (data and tech transactions), Karl Mah (tax), Kendall Burnett (employment) and Manoj Tulsiani (finance). Antitrust issues were handled by partners Luca Crocco (Brussels) and Joshua Holian (San Francisco).

Elsewhere, Ashurst and Charles Russell Speechlys advised on the take-private acquisition of CareTech by a consortium led by its co-founders.

An AIM listed company, CareTech is one of the UK’s primary providers of social care services, with a portfolio of 550 facilities across the country. Under the terms of the offer, existing CareTech investors are to receive 750p for each share. In total, this values the company at roughly £870m.

A multidisciplinary London team from Ashurst advised the purchasing consortium. Global chair Karen Davies led the team alongside corporate partners David Carter and Braeden Donnelly. Tim Rennie and Helen Burton provided finance advice, while Nigel Parr and Nicholas Gardener advised on competition and tax issues respectively.

Talking to Legal Business, Davies said: ‘It’s a great public-to-private transaction. It’s great fun working on it because it’s diverse – not only is there the takeover side, but also the private equity side and all the shareholder agreements going forward.

‘It’s been a fantastic run for corporate at Ashurst particularly over the last few years with big ticket deals like this, so it’s great to continue that.’

On the subject of public-to-private transactions more generally, Davies added: ‘We saw many last year and at the beginning of this year. It’s quietened down a bit now due to various macroeconomic challenges. Often the US firms take the PE-side lead. We’re really proud to act for the founders on this and look forward to supporting them through to completion and the next phase of their growth.’

Charles Rusell Speechlys represented the independent board of CareTech. City corporate partners Paul Arathoon and Andrew Collins led the team, with support from Rob Birchall (corporate tax) and Paul Stone (competition & EU).

Finally, Weil Gotshal and Kirkland & Ellis took instructions on SumUp’s latest capital raising. Led by Bain Capital and Blackrock and totalling €590m, the investment transaction values the company at €8bn.

Founded in 2012, SumUp is an innovative fintech startup, which now has 3,000 staff and clients in 35 countries. The latest round of fundraising is to be used to develop products aimed at small businesses.

SumUp was represented by a City deal team from Weil. Banking and finance partner Tom Richards led the team alongside corporate partner James Harvey.

Speaking to Legal Business, Harvey emphasised the strength of the transaction in a difficult market: ‘They’ve (SumUp) been a company that’s been growing significantly over time and so we’re very happy to be able to support them with this. It’s also been great to get this away in the current market. Things are a little bit harder than they were six months ago. Not everyone’s necessarily having the same success rate that they had last year and so to be able to help them on a successful transaction in the current market is a really positive thing.

‘It’s the natural order of things that when markets tighten a little bit it makes things a bit trickier to get things through, although to be honest, this was actually a very painless experience. Bain and the other investors were very constructive and we reached an agreement and moved forward pretty quickly in a very positive fashion.’

Kirkland advised Bain Capital as the lead investor. The London team was led by private equity partner Jacob Traff, with the assistance of Alan Walker (tax), John Patten (IP and tech transactions), Colin Sharpsmith (financial services regulatory), Carla Hine (antitrust) and Michael Kim (capital markets).