Freshfields and White & Case lead on major Indonesia share sale by CVC

Freshfields Bruckhaus Deringer and White & Case are among a raft of firms to win roles on CVC’s sale of a $1.3bn stake in Indonesian retailer Matahari Department Stores.


The London-based private equity house instructed long-standing legal adviser Freshfields on the deal, which saw 40 per cent of the issued share capital of Jakarta-listed Matahari Department Stores sold by CVC and PT Multipolar. The Freshfields team also advised Matahari Department Stores in this transaction.

The firm’s team was led by co-head of global capital markets Stephen Revell in Singapore and US securities partner Ken Martin. They were supported by senior associate Amy Beckingham and associates Jennifer Gillcrist in London and associate Meiping Zhao in Hong Kong.

Indonesian firm Makes & Partners advised CVC on Indonesian law. Clifford Chance and Jakarta-based Hiswara Bunjamin & Tandjung advised the private equity firm on the refinancing aspects of the deal.

White & Case, led by Singapore capital markets partner Kaya Proudian, and Indonesian firm Hadiputranto Hadinoto & Partners advised the underwriters in the offering – CIMB Bank, Morgan Stanley and UBS.

With 116 stores in over 50 cities across Indonesia, Matahari Department Stores is the largest department store operator in the country. The deal attracted 15 cornerstone investors.

“Many of our clients view Indonesia as a challenging market, but I believe that with the right team involved, successfully carrying out a large scale offering in Indonesia can be a relatively straightforward process,” said Revell at Freshfields. “I think this is a good example of a company that following acquisition was strongly supported by its private equity investors, and hopefully the offering is going to reward that investment and support.”

Background to this deal:

In April 2010, CVC, in partnership with PT Matahari Putra Prima, completed the acquisition of a 98 per cent stake in Matahari Department Stores. A team of 10 law firms played a role in the $790m M&A transaction. Linklaters Allen & Gledhill advised CVC, Reed Smith Richards Butler and Makes & Partners acted for Matahari Putra Prima and Clifford Chance advised on the financing aspects of the deal. Ali Budiardjo Nugroho Reksodiputro, Hadinoto Hadiputranto and Partners, Rajah & Tann, Maples and Calder and Walkers also advised on the transaction in varying capacities.

Although Freshfields was not involved in CVC’s acquisition of Matahari, it has been working with the client on the proposed $2.5bn IPO of Formula One Group in Singapore. The offering was originally set to launch last year but was delayed due to weak markets. The Wall Street Journal recently reported that CVC was looking to revive plans to list the motor-racing franchise group this year.