Clifford Chance Steering Volkswagen's Scania Bid

Clifford Chance Steering Volkswagen's Scania Bid Dan Boman

Magic Circle firm Clifford Chance is among the firms advising German automaker Volkswagen on its $9.2 billion offer for the remaining stake in Swedish truck company Scania that it does not already own.

Volkswagen, whose control over 62.6 percent of Scania’s equity shares already make it the company’s majority owner, said in announcing the bid last month that full control of Scania would allow it to better integrate the Swedish company with Volkswagen’s other commercial vehicle holdings. Volkswagen, which first invested in Scania in 2000 and took majority control in 2008, also expects the deal to result in at least $890 million in reduced annual operating costs.

An independent committee of Scania board members said on Feb. 25 that it had hired advisers to help analyze the Volkswagen offer, which values the target at $30.57 per share. That price represents a premium of 36 percent over Scania’s closing price on Feb. 20, the day before Volkswagen publicly announced the takeover proposal.

Scania’s special committee did not set a deadline for when it would decide on Volkswagen’s offer, but the proposal has reportedly won the support of the Swedish Shareholders’ Association, an independent shareholder action group, according to Bloomberg.

Clifford Chance previously advised Volkswagen when it took majority control of Scania in 2008, as well as on the company’s 2011 purchase of German truck and bus manufacturer MAN for $19 billion. The firm also handled the automaker’s $11.4 billion takeover of Porsche, which was completed through two separate deals in 2009 and 2012.

The Clifford Chance team advising Volkswagen on its offer for Scania is led by Frankfurt-based M&A partner Wolfgang Richter and banking partner George Hacket. Swedish firm Roschier is also advising Volkswagen on the offer, and German legal publication Juve has reported that Linklaters corporate partners Hans-Joachim Holzapfel and Stephan Oppenhoff are also working on behalf of the automaker. A Linklaters spokesman declined to comment.

Sullivan & Cromwell is representing Goldman Sachs in its role as Volkswagen’s financial adviser with a team that includes corporate partners Carsten Berrar and George Sampas as well as European counsel Markus Lauer.

Peder Hammarskiöld, name partner at Swedish firm Hammarskiöld & Co., is advising Scania, while Sweden’s Mannheimer Swartling has been enlisted as legal adviser to the independent committee of the target’s board.

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