Freshfields Bruckhaus Deringer and Morrison Foerster are advising Softbank Group on the proposed £24bn acquisition of ARM Holdings, represented by Davis Polk & Wardwell and Slaughter and May.
Freshfields corporate partners Ben Spiers and Stephen Hewes have been advising Japanese telecommunications company Softbank from London, alongside MoFo Tokyo managing partner Ken Siegel and London head of corporate Graeme Sloan.
Other members of MoFo’s London team include corporate parters Vlad Maly, Andrew Boyd and Gary Brown, as well as tax partner Trevor James and finance partner Phil Slater.
In Toyko, partners Ivan Smallwood, Noah Carr Leo Aguilar and James Robinson were all involved, alongside finance partner Dale Caldwell. Antitrust advice was provided by Jeff Jaeckel in Washington DC and Rony Gerrits and Tom McQuail in Brussels.
Regulatory partners Jessie Liu, Kevin Roberts and Andreas Gruenwald complete the MoFo team.
Slaughter and May senior partner Steve Cooke advised the FTSE 100 target ARM Group, alongside partners Chris McGaffin and Jordan Ellison.
The firm worked with a US team from Davis Polk & Wardwell on what is understood to be the largest ever all-cash transaction for a UK target. Davis Polk managing partner Tom Reid worked with ARM on the securities and regulatory aspects of the deal alongside partners Reuven Young, John Reynolds and Arthur Burke.
On the finance side, White & Case worked with Softbank’s financial adviser Mizuho Securities, with its team led by Tokyo-based partner Jun Usami and City partner Philip Broke.
The White & Case team also consisted of partners Jacqui Evans and Holt Goddard, as well as local partner Seiji Matsuzoe.
Cleary Gottlieb Steen & Hamilton represented another of Softbank’s financial advisers, the Raine Group, with a team led by London partner Simon Jay.
Under the terms of the transaction, the UK technology firm will be bought for £24bn, keeping its headquarters in Cambridge. Softbank has vowed to at least double the employee headcount of ARM in the UK and increase its overseas workforce over the next five years.
Background to the deal
MoFo is a longstanding adviser to Softbank having advised it on multiple M&A deals over 2016, including the sale of Finnish gaming company Supercell Oy and its investment in Korean e-commerce company Cooping. The US firm also advised Softbank on its entry to the US market in 2012 as it acquired a 70 per cent stake in American mobile carrier Sprint Nextel.
It is understood, however, that Softbank sought out another M&A firm to help it on the English law and UK takeover aspects of the deal, seeking out Freshfields for advice. This is the first major instruction for the magic circle firm from Softbank.
On the other side, longstanding ARM advisers Slaughters and Davis Polk took the lead. Neither firm was asked to pitch for roles on ARM’s inaugural legal panel, with places instead handed out to DLA Piper and Mayer Brown. However, they were both retained by the company to act on regulatory issues in the UK and USA.