Jones Day handles Aventis Animal sale to CVC Capital

Jones Day Reavis & Pogue has advised long-term client Aventis on the disposal of Aventis Animal Nutrition opposite a combined effort by Sullivan & Cromwell and Clifford Chance for purchaser CVC Capital Partners. Aventis has sold off the business as part of its plans to pare down its interests to pharmaceuticals.
Both sides have agreed not to reveal how much the sale of assets and shares was worth, but the suggested price when the deal was agreed last year was reported to be around e300m (£183.48m).
The transaction was agreed in principle last November, but the parties have been waiting for approval of the relevant authorities before the deal could be completed. French company Aventis Animal Nutrition is the world's second-largest supplier of feed additives. In 2001 it generated sales of e572m (£349.84m).
Sophie Hagège, a partner at Jones Day's Paris office and relationship partner for Aventis, led a team that involved nine of the firm's offices. London partner Martin Bartlam advised on the financial elements of the deal, while Greg Olsen handled competition issues.
Bartlam said: “We could deliver US and UK law functions as one firm. It was a very interesting deal with a number of complexities.” Both sides have agreed not to discuss the structure of the transaction beyond saying that the acquisition was financed on a leveraged basis with the senior credit facility arranged by Barclays Capital, JP Morgan, ABN Amro, Natexis and the Royal Bank Scotland.
CVC was advised by separate UK and US firms, Clifford Chance and Sullivan & Cromwell respectively. George Sampas, an M&A partner at Sullivan's London office, was instructed to draft the sale and purchase agreement under US law, while a Clifford Chance team coordinated by partners David Walker and John Osborne handled the due diligence and some finance aspects of the deal.
CVC director Anthony Fobel, who handled the acquisition, said: “We happened to know the person at Sullivan & Cromwell very well. We use people we know very well.” He added: “There was no conscious decision not to use Clifford Chance's US team. It's just that George Sampas is an excellent lawyer.”
The London-based private equity company has a relationship with Sullivan partner Scott Miller. Miller has returned to the US to head Sullivan's Palo Alto office, but recommended Sampas to the company.
Allen & Overy (A&O) advised the arrangers. Banking partner Euan Gorrie led the A&O team and referred US matters to Carl Sheldon in the New York office. Gorrie said: “It went on for a long time because it was quite a complicated deal. The regulatory backdrop was the most unusual feature of the transaction. As far as the financing goes, it had all the usual cross-border elements.”