Appleby advises on GBP 98.7 billion takeover

Offshore law firm provides both Jersey and Cayman advice to DBAY Advisors Ltd

Leading offshore law firm Appleby assisted DBAY Advisors Ltd (DBAY Advisors), an international management firm with offices in Douglas (Isle of Man) and London with its GBP 98.7 million takeover bid for Harvey Nash plc (Harvey Nash), an AIM listed company.

Appleby provided Jersey and Cayman Islands law advice on the transaction. Appleby were instructed by DBAY Advisors in its capacity as investment manager to DouglasBay Capital II Fund LP (DBC II Jersey), DouglasBay Capital II Cayman Fund LP (DBC II Cayman).

The acquirer, The Power of Talent Ltd (BidCo), is a newly established entity set up by DBAY Advisors and indirectly owned and controlled by DBC II Jersey and DBC II Cayman. BidCo has offered 130 pence per share for each Harvey Nash share and an interim dividend from Harvey Nash of 1.75p per share.

The acquisition is subject to the approval of the shareholders of Harvey Nash as well as to satisfaction of other conditions. Once all conditions are satisfied, the cash acquisition will be effected by way of a court sanctioned scheme of arrangement under Part 26 of the UK Companies Act 2006, making DBAY funds the largest shareholder of Harvey Nash. Following the acquisition, Harvey Nash will become a private company.

The Jersey team at Appleby was led by Corporate Partner Andrew Weaver with assistance from Associates Zim Ceko, Chris Smedley and Karishma Beegoo. The team also worked alongside Appleby Cayman Partners Jacob MacAdam and Sailaja Alla and Associate Farrah Miller.

Andrew Weaver commented on the deal: “We are delighted to have advised on both the Jersey and Cayman Islands aspects of this takeover. As a leading global offshore law firm with full service capability on the ground in all of our jurisdictional offices, we take great pride in assisting our clients with their key transactions wherever in the world they might need us.”

Corporate partner, Jacob MacAdam commented: “Our team regularly works with our clients around the globe to help them deploy strategic growth and restructuring initiatives whether involving single jurisdictions or complex multi-jurisdictional, multi-disciplinary transactions. This particular deal pays testament to the hard work and dedication to client service exemplified by our teams.”