Freshfields, William Fry go head to head on Kappa-JSG merger

William Fry go head to head on Kappa-JSG merger” />Freshfields Bruckhaus Deringer and Irish firm William Fry have landed lead roles on the €2.6bn (£1.75bn) merger between Kappa Packaging and Jefferson Smurfit Group (JSG).

Chair of the private equity-focused team within the London corporate group at Freshfields, Edward Braham and corporate partner David Higgins are acting for private equity houses Cinven and CVC Capital Partners, which are the main shareholders in Kappa, the Dutch manufacturer of packing products.

Meanwhile, William Fry, led by partners Owen O’Connell, Ken Casey and Michael O’Connor, is acting for longstanding client JSG, an Irish manufacturer of paper products.

The merger, which was announced on 13 September, is subject to approval by the EU Competition Commission and consultation with employees. A Competition Commission decision is expected within the week.

The merger will be facilitated through the issue of shares by JSG and the payment of cash and a subordinated promissory note to Kappa’s shareholders. Under the proposed structure, JSG’s existing shareholders would own 58.3 per cent of the combined company, while Kappa’s existing shareholders would own 41.7 per cent.

The combined revenues from Kappa and Smurfit reached €7.6bn (£5.12bn) in 2004. The proposed name for the merged entity is the Smurfit Kappa Group.