In a bid to gain greater global control over its programming, AMC Networks announced Monday that it has agreed to spend nearly $1.04 billion to acquire Chellomedia, the international content business of telecommunications and media giant Liberty Global.
AMC—which was spun off from cable giant Cablevision Systems in 2010 and known as Rainbow Media until adopting its current name the following year—operates several cable channels, including the eponymous outlet that airs such popular shows as “Breaking Bad,” “Mad Men,” and “The Walking Dead.”
Daniel Sandleson, the London-based head of Clifford Chance‘s media group, and M&A partner Benjamin Sibbett in New York are leading the cross-border team from the Magic Circle firm advising New York–based AMC on its proposed purchase of Chellomedia, which Liberty Global put up for sale in May. AMC’s general counsel is James Gallagher.
Rutger Andree Wiltens, a former in-house lawyer at Liberty Global, serves as general counsel of Cologne-based Chellomedia. The company owns a network of specialty channels that reaches more than 390 million households in 138 countries, according to The Hollywood Reporter. Chellomedia’s sale to Liberty Global is expected to close in the first quarter of 2014.
Alan Greenough, cohead of the private equity practice at Hogan Lovells in London, is counseling Englewood, Colorado–based Liberty Global on the deal along with corporate of counsel Keith Woodhouse. Hogan Lovells has handled a number of high-profile transactions over the years for Liberty Global, which is controlled by billionaire cable industry pioneer John Malone.
Greenough and Woodhouse led a Hogan Lovells team advising Chellomedia last year on the Liberty Global affiliate’s acquisition of MGM Networks for an undisclosed sum. Earlier this year, Hogan Lovells was one of a handful of Am Law 100 firms advising on Liberty Global’s $23.3 billion acquisition of Richard Branson’s Virgin Media. The firm provided antitrust, pensions and corporate counsel on that deal, which closed in June and created one of the world’s largest broadband communications companies.
That same month, The Am Law Daily reported that Ropes & Gray had advised Liberty Global in its unsuccessful effort to buy Kabel Deutschlan, which was acquired instead by British telecommunications giant Vodafone for $10.1 billion. Ropes began handling transactional work for Liberty Global in 2009 following its opening of a London office and high-profile hire of two M&A partners from Freshfields Bruckhaus Deringer.
Those losses notwithstanding, Freshfields continues to advise Liberty Global on major deals. The firm handled the company’s $5 billion acquisition in 2011 of Kabel Baden-Wurttemberg, Germany’s third-largest cable operator—a deal that Reuters reports could come undone in the wake of a ruling by a German regional court in August.
The Am Law Daily also reported earlier this year that Freshfields had taken a role in Dutch cable operator Ziggo’s sale of a $808.3 million stake to Liberty Global, and that the Magic Circle firm had advised Liberty Global late last year on its $2.6 billion bid for Belgian broadband company Telenet Group Holding. (Telenet rejected that offer in December 2012, and this month Ziggo also rejected a preliminary buyout bid by Liberty Global as “grossly inadequate.”)
The Chellomedia deal is just the latest sign that Liberty Global remains active on the M&A front. Baker Botts, which has long handled corporate work for Liberty Global’s sister company Liberty Media, took the lead for the latter earlier this year on its acquisition of a 27.3 percent stake in St. Louis–based Charter Communications for $2.6 billion. That deal was finalized in May.
Liberty Global general counsel Bryan Hall is leading the in-house team working on the Chellomedia sale. Other company lawyers working on the matter include deputy general counsel Jeremy Evans, senior corporate counsel Justin Wolfe and senior commercial counsel Sophie Lewis. (Evans, a veteran deal lawyer in London who once worked at Clifford Chance, was promoted this summer to lead Liberty Global’s finance and M&A initiatives.)
Liberty Global beat out several suitors for Chellomedia, including Discovery Communications, Scripps Network Interactive and Turner Broadcasting, according to various news reports. Liberty Global will retain ownership of its Dutch premium channel business under the terms of its sale of Chellomedia to AMC.