Bakers, OC take roles as Best Buy exits Carphone Warehouse JV

Baker & McKenzie, Clifford Chance and Osborne Clarke (OC) have advised on Best Buy’s £471m exit from Europe through the sale of its 50 per cent stake in a joint venture with Carphone Warehouse.

Jonathan King
Jonathan King

Carphone Warehouse today (30 April) announced the acquisition of half of the venture referred to as Carphone Warehouse Europe that it does not already own from Best Buy for £471m. £341m of this will be paid in cash on completion, with the remainder met by the transfer to Best Buy of an £80m stake in Carphone Warehouse and £50m of deferred cash consideration over two years.

The news – which follows Best Buy’s expansion of its stake in the venture in 2008 – comes alongside Carphone Warehouse’s placing of 47,228,179 new shares at 0.1p each, the net proceeds of which will go towards funding the deal.

Minnesota-based retailer Best Buy was advised by a Bakers team led by London corporate partner Nicholas O’Donnell, who acted alongside European relationship partner Michael Herington, as well as City tax partner Geoff Kay, Washington DC tax partner Christine Sloan, London corporate senior associates Susannah Davies and Marni Riley, London tax senior associate James Wilson and London antitrust associate Laura Cleminson.

The deal was led on the Carphone Warehouse side by general counsel Tim Morris, a corporate lawyer, who was the company’s primary legal adviser. The group also turned to OC for the buyout and the fundraising, with the firm putting forward lead equity capital markets partner Jonathan King alongside associates Louise Grzasko, Jake Turcan and Matthew Bodfield and tax partner Michael Bell.

Clifford Chance advised UBS and Deutsche Bank in their role as joint bookrunners in relation to the placing of shares, fielding City corporate partner Steven Fox and associate Catriona Llanwarne.

Mourant Ozannes advised Carphone Warehouse as offshore counsel on the fundraising, fielding corporate partner James Hill and senior associate Jon Woolrich.

Background to this deal:

Carphone Warehouse is a longstanding client of OC, with digital business head Adrian Bott bringing the client from Olswang on his move from the City rival in 2002 (8 April 2002). King led for the company on its sale of a stake in its US joint venture with Best Buy last year, as well as on its establishment of the European partnership in 2008 (8 May 2008). Bakers acted for Best Buy on the 2012 US disposal, with Herington leading the European team. The firm’s relationship with Best Buy is strongest in the US through figures such as tax partner Sloan.