SJB and Olswang among top firms on Warner's £487m Parlophone purchase
Olswang, SJ Berwin and Jones Day are among the firms landing key roles in the high-profile acquisition of record label Parlophone by Warner Music. The all-cash transaction, valued at £487m, was signed yesterday (7 January). Parlophone, home to the likes of Blur, Pink Floyd and Coldplay, was formerly a part of UK music company EMI. SJ Berwin was instructed by Universal, a unit of French media giant Vivendi, on the Parlophone deal with a team comprising corporate partners Will Holder and Mark Sanders, senior partner Stephen Kon and competition partner Philipp Girardet. Paris corporate partner Etienne Bouriscan led the team advising on France law matters, while Frankfurt corporate partner Michael Cziesla headed up the team providing German law counsel. Universal general counsel Richard Constant said: “This was an extremely complex transaction carried out under close regulatory supervision and Will Holder, Mark Sanders, Stephen Kon and Philipp Girardet at SJ Berwin and their teams were instrumental in delivering an extremely good result for us in a very constrained time frame. Their ability to deliver for their client is, in my view, incomparable.” Shearman & Sterling advised Vivendi with a team comprising London M&A partner Jeremy Kutner, New York M&A partner Clare O’Brien, capital markets partner Robert Evans and finance partner Steven Sherman. Olswang acted for Warner Music, backed by parent company Access Industries, with a team led by London corporate partner Stephen Hermer. Jones Day Brussels advised on competition aspects with a team including Europe head of antitrust Bernard Amory. The £1.2bn acquisition of EMI by Universal Music was given the greenlight by the European Commission last September. Clifford Chance (CC) and SJ Berwin partners Kon and Girardet led on the deal. The competition watchdog approved the takeover bid on the condition that Universal sells around 60% of EMI’s European assets, one of which was Parlophone. Universal is set to retain more than two thirds of EMI on a global basis, keeping artists such as the Beatles, Beach Boys and Katy Perry. CC advised EMI and owner Citigroup on the deal in a team comprising global corporate head Matthew Layton City, corporate partners Daniel Kossoff and Rob Crothers, and Brussels head and antitrust partner Tony Reeves. In November 2011 SJ Berwin and Clifford Chance were among a raft of firms winning roles on EMI’s recording division and publishing business acquisitions, after it emerged that the company, which houses artists including The Beatles, was to be split in two. CC advised EMI and Citigroup on the sale of both its music division and its publishing business along with US firm Shearman & Sterling and Freshfields Bruckhaus Deringer, while Universal and parent company Vivendi instructed SJ Berwin on the sale of its recording arm in a team led by firm managing partner Rob Day and city corporate partner William Holder. Now-defunct US firm Dewey & Leboeuf took the lead in advising a Sony-led consortium on its publishing takeover, acting alongside Cleary Gottlieb Steen & Hamilton, Weil Gotshal & Manges, Allen & Overy, and Baker & McKenzie.
SJ Berwin, Olswang and Shearman & Sterling are among a line-up of law firms to have taken key roles on Warner Music’s high-profile acquisition of record label Parlophone from Universal.
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