“Larsen & Toubro, India’s largest engineering and construction company, will sell its electrical and automation business to European multinational Schneider Electric for Rs14,000 crore. This is part of L&T’s stated move to prune non-core businesses. The deal is subject to receiving regulatory approvals,” reported Mint and others.
Temasek will own 35% of the shareholdings after completion of the deal, while Schneider will hold 65%.
Both Schneider Electric and Temasek drafted in Trilegal partner Nisha Kaur Uberoi on competition law advice, according to a Trilegal press release, including a team of partner Soumya Hariharan, senior associate Nandita Sahai, senior associate Atreyee Sarkar, associate Ankita Gulati, associate Nandini Pahari, associate Saksham Dhingra, associate Shiv Johar and associate Harshita Parmar.
AZB & Partners acted for Schneider Electric, on Temasek’s investment in Schneider India (alongside Khaitan, see below), as well as Schneider and Temasek on their acquisition of the electrical and automation assets of L&T both in India and abroad. At AZB, the deal was led by partners Ashwath Rau and Dhruv Singhal. counsel Jasmin Kharkhanis, senior associates Pranav Atit and John Raghav, and associates Priyanka Butani and Pooja Natarajan. AZB also advised Schneider Electric in relation to the equity and debt funding by Schneider France of Schneider India.
Khaitan & Co acted for Temasek on corporate aspects of deal, led by partners Aakash Choubey and Abhishek Sinha, counsel Tarunya Krishnan, principal associate Radhika Agrawal, and associates Srikanth Mantravadi, Rohan Srivasatava and Praneetha Vasan. A number of other practice groups also acted for Temasek.
Larsen & Toubro was advised by Shardul Amarchand Mangaldas on corporate and competition law aspects, led by partners partner Iqbal Khan, counsel Arka Banerjee, senior associate Faraz Khan, and associate Tanvee Vasudevan. On the competition side partners Shweta Shroff Chopra, Aparna Mehra and Gauri Chhabra advised, with senior associate Ritwik Bhattacharya, and associates Neetu Ahlawat, Kajori De and Aakarkshi Aggarwal, and in-house senior economist Saattvic. Real estate partner Ashoo Gupta and IP partner Mukul Baveja were also involved.
Cleary Gottlieb acted for Temasek on non-Indian competition law aspects, led by London and Brussels partner Nick Levy and counsel Richard Pepper.
Bredin Prat acted for Schneider on non-Indian competition law, with Brussels partner Marc Pittie and Paris partner Pierre Honore.
Update 2 May 2018: According to Economic Laws Practice (ELP), the firm provided on-going legal support to the Larsen & Toubro corporate legal and M&A team on various aspects of the transaction, including competition law and reviewing of the transaction documents, with managing partner Suhail Nathani and partner Amit Manubarwala.
Also acting on the deal as non-legal advisers were economists Dr RKS (Shyam) Khemani and SKP Business Consulting LLP, according to Trilegal, which stated:
Schneider Electric proposes to acquire the E&A business of L&T by way of a slump sale, subject to receipt of requisite regulatory approvals, including the approval of the Competition Commission of India (“CCI”). Trilegal is advising Schneider Electric India and Temasek on all competition law aspects pertaining to the Proposed Transaction. Schneider Electric India and Temasek will jointly file a Form II (long form) merger notification with the CCI.
The Proposed Transaction is in-line with the Government of India’s “Make in India” policy and will enable India to become an innovation and manufacturing hub for low voltage and industrial automation products for India as well as new and emerging economies such as, Middle East, Africa and South-East Asia. The combined business will be well-positioned to serve the fast-growing low voltage and industrial automation market in India, with a strong shareholder base where Schneider Electric and Temasek will own the combined business by 65% and 35% shareholding respectively.
Comments
Time to float CVs to raja babu
Otherwise, what an insult to Trilegal M&A team.
Also, no insult to Trilegal - imagine they have no merger work as large as what Nisha is pulling in for them. She is the face of the Trilegal M&A practice, despite the fact that she is a competition lawyer. The tides have turned and on the back of her work - Trilegal would gain on the merger rankings.
Great to see the two gals do well for themselves.
I Banker fee in percentage points actually reduces as the size of the deal grows (i.e. small percentage of bigger pot)
So if you are telling me that lawyers billed 5% of 18000 crores (i.e. 360 crores/60 odd million dollars) on this transaction, then well all i can say is what are you smoking!!!
Even all the law firms including the international law firms cumulatively would not have charged more than a few million dollars
A GC's role is not to "dial up lawyers" and get a document reviewed- she has to stick out her neck and advise the business on real-world issues. I typically use law firms under three circumstances-
(1) I have a retainer with them, and can send them volumes without worrying about budgets. This is not complex work, but I need to get it done quickly, and without micromanaging it.
(2) Law firms see the same kind of matter more regularly than I will. I want to use their experience- how regulators approach an issue, what precedents exist, can they go to the government on a no-name basis, and so on. I want practical advice and insights that will help me reach a decision, and not some opinion saying "Section 3(5) says 2+2 = 4, hence our opinion is that 2+2 = 4". Same reason for complex transactions- need to know what's market practice on particular clauses, how much risk is reasonable, etc etc.
(3) There are matters with lots of grey areas. When you have business heads telling you to give them a simple 5-minute summary, the worst possible answer you can give is "It's not OK to do this because AZB said so". I sit with my business and have to take them through potential legal ramifications of one particular decision or the other. When I seek an opinion, I know the direction I want to go, but I also want formal advice saying that I can take my preferred position. Call it a CYA, but no GC will deny that she often seeks opinions more to provide a degree of comfort ("we have taken legal advice before taking this decision") than because she does not know the law.
It's funny when you have "partners" with 8 years of experience who don't understand your business and think they have all the solutions to your problems, but have no idea of the dynamics you work with, and insist on giving you advice that is of no use to anyone.
ELP is not on the deal. Amit was an ELP secondee to L&T prior to the deal even being envisaged. ELP not acting for L&T.
Talk of attempts to take credit!
In fact, L&T obviously didn’t think ELP was up to the task and used SAM.
Isnt this whole law firm working over hyped? What is the big deal they do? Somebody needs to put an end to this overhyped "oooh I am busy....I was working till 4 am ....I worked on sunday also" nonsense. All fake and unnecessary. Drama (french pronounciation)
This lady maybe good but its not abt her but general hype.