Gouldens gains Thales via buyout instruction

Gouldens has underlined its strategic focus on the private equity market by advising US private equity firm JF Leh-man & Co and private investment fund Thomas Weisel Capital Partners on a buyout.

The firm advised the pair on a management-led leveraged buyout of the global operations of Racal Instruments and Thales Instruments from French company Thales. They paid £85m for the five operations in the US, the UK, France, Italy and Germany.
Gouldens scooped the work because senior partner Patrick Burgess knows John Lehman, one of the heads of JF Lehman. This was one of the first significant deals Gouldens has done for the client and the very first for Thomas Weisel. It was JF Lehman that brought Gould-ens in as adviser to the consortium. Last week The Lawyer revealed Gouldens' new private equity strategy when the firm hired SJ Berwin's former partner Matt-hew Hudson as a consultant.
Gouldens now expects to advise Thales Instruments going forward. Partner Giles Elliott said: “In the US, Gibson Dunn & Crutcher will still do the legal work for Racal Instruments, and in the UK and Europe I'd suspect that we'll take care of the legal issues going forward. We're working on some of those as we speak actually.”
Thales Instruments is an established supplier and integrator of test systems for niche markets within the radio communications, broadband and commercial and military electronics markets.
Elliott led the deal for Gouldens, along with tax partner Blaise Marin-Cortoud.
Gibson Dunn advised on the US aspects of the deal, while Eversheds acted for longstanding client Thales. Eversheds partner Bruce Gripton has advised the client for nearly a decade, since he was a partner at Frere Cholmeley Bischoff, which later merged with Eversheds.
Gripton said: “I've acted for Thales since August 1992 on various transactions, previously at Frere Cholmeley. I've probably done about 10 transactions for them, maybe slightly more. Compared with their own size, this was relatively modest.”
Thales' in-house lawyers, Eric Mifsud from Paris and Stephen Dunne from London, advised on the deal with Eversheds.
The five acquisitions meant that Gouldens brought in teams to cover each jurisdiction. Gibson Dunn lawyers covered the US and France, so Gouldens brought in Trevisan & Cuonzo in Italy and German firm Sernetz Schäfer. Both were firms that Gouldens has worked with in the past.
At Eversheds, Paris partner Bernard Husson covered the French disposal.
Gripton said: “Most of the deal was done from London. The French office was working on the French company deal in particular, because there were five different sellers. The main documents were subject to English law.”
Gouldens was instructed on the deal at the end of June. Elliott said: “A lot of the meetings were in New York, and the events of 11 September caused a significant timing delay. It just came down to the difficulty of having to do due diligence on five different companies in five different jurisdictions at once.”