A&O completes multijurisdictional acquisition financing for Dresdner

Allen & Overy (A&O) banking partner Peter Schulz has just closed the syndication of a euro650m (£399.4m) multijurisdictional acquisition financing for Dresdner Kleinwort Wasserstein.
Schulz led the team that advised on the loan facility to the German-incorporated subsidiaries of South African fuels and chemical company Sasol, in connection with its acquisition of the entire chemicals business of RWE-DEA Aktiengesellschaft für Mineraloel und Chemie.
Linklaters & Alliance partner Philip Badge, with a German team, advised Sasol. Dresdner and the Industrial Bank of Japan were mandated as lead arrangers.
The acquisition financing was made on a ring-fenced basis (without a parent guarantee), with asset security being taken in key jurisdictions. South Africa’s exchange control regime was the main driver for this structure.
The deal was also unusual in that the target businesses were split, primarily between Germany, the US and Italy, and were acquired both as companies and as assets.
“This meant that there was a lot of legal work, including ring-fencing, to take security and put the debt, and particularly the asset security, in place in those countries,” said Schulz.
The loan was initially made into Germany, with substantial debt push-downs taking place in Italy and the US a month later.
The lead arrangers then syndicated successfully the financing among a total of 28 banks.
A&O advised the banks in the UK, Germany, Italy, the Netherlands and New York. Teams were fielded in Frankfurt, Amsterdam, New York and by A&O’s London-based Italian desk.
Schulz, who has a particular expertise in emerging markets, was instructed to advise on the loan facility after working with Dresdner on a separate $400m (£281.6m) syndicated loan to Sasol just a few weeks earlier.
Dresdner is currently reorganising its global loan syndicate, following the appointment of Bill Fish from Citibank as part of a strategy to form an integrated global debt business.
“The relationship I have is mainly with Luxembourg,” said Schulz, “but I expect things will change as London and Luxembourg become more integrated.”
Dresdner was taken over by German insurer Allianz earlier this month, ending a period of uncertainty for the bank.
“Their future is now more secure, so they’re able to have the confidence to do big deals,” said Schulz.