23 April 2018
Carey Olsen advises Nordic Capital on €2.5bn continuation vehicle for its seventh fund
Carey Olsen has advised Nordic Capital on the disposal of nine unlisted companies by the private equity firm's 2008 vintage fund Nordic Capital Fund VII to a new Jersey vehicle, Nordic Capital CV1. Coller Capital acted as lead investor in the transaction, which was fully underwritten by Coller Capital’s seventh fund and Goldman Sachs Asset Management's Vintage Funds.
Carey Olsen acted alongside leading international law firm Kirkland & Ellis as legal counsel in this €2.5 billion transaction. The Carey Olsen team advising Nordic Capital included Jersey funds partner Daniel O'Connor and associates Arindam Madhuryya and Aidan McConville, who advised on the structuring of the transaction, Fund VII investor communication and elections and advisory committee approval and on the establishment of Nordic Capital CV1 as a new Jersey expert fund.
Advising on the portfolio company restructurings, re-financings and sales were Jersey corporate partner Guy Coltman, with senior associate David Taylor and associate Natasha Lyons.
Mr O'Connor said: "We are delighted that Carey Olsen was chosen with Kirkland & Ellis to support Nordic Capital in this landmark transaction. This is another example of where Carey Olsen can bring together leading specialists in investment funds, regulation, mergers and acquisitions and finance to deliver seamless support to lead counsel across the breadth of a complex multi-stage transaction."
Nordic Capital Fund VII’s original term expired in December 2017 and by concluding this transaction, Nordic Capital has the opportunity to maximise the value creation potential of these nine companies, providing them with active support and fresh capital over an additional five-year holding period. This solution enjoyed strong support, with more than 80% of Fund VII investors by commitment supporting the transaction.
The companies in Nordic Capital CV1, which has been backed by Coller Capital and Goldman Sachs Asset Management's Vintage Funds, are: Binding Site, Sunrise Medical, Acino, Bladt Industries, Britax, Ellos Group, Itiviti/Ullink, Master Marine and Sport Nordic Group.
Kristoffer Melinder, managing partner, advisor to the Nordic Capital Funds, said: “This is a great example of innovation in today’s secondary market and reinforces our commitment to maximising the potential of Nordic Capital’s portfolio companies. In addition, we have been able to meet the differing needs of Fund VII investors who were able to choose between achieving liquidity at a highly attractive 11% price premium or taking advantage of exciting value creation opportunities over the next five years by continuing their participation in the portfolio through CV1.”