Olswang has advised new client, Freedom Acquisition Holdings, Inc. (“Freedom”), a US blank check company traded on the American Stock Exchange, on its US$3.4 billion acquisition of GLG Partners, Europe’s biggest privately owned hedge fund manager (“GLG”).
Freedom was established by existing clients of Olswang’s US strategic alliance partner Greenberg Traurig LLP who represented Freedom on its admission to the American Stock Exchange in December 2006 and acted jointly with Olswang on the GLG transaction.
Based in London, GLG was set up in 1995 as a business unit within Lehman Brothers before becoming fully independent in 2000. GLG has expanded its portfolio significantly to become Europe’s largest privately-held, alternative asset manager with gross assets under management of over $20 billion.
As part of the deal, Freedom will pay $1 billion in cash to GLG shareholders. These include Lehman Brothers and the current executive team, who have 62.5 per cent between them. Shares worth $2.4 billion at Freedom’s closing price on 22 June 2007, the date of signing, of $10.45 will also be issued to GLG’s shareholders, who will control the combined Freedom/GLG group. Various members of staff at GLG will also receive equity in Freedom. The acquisition is conditional on various regulatory approvals and consents being received and must be approved by Freedom’s shareholders. Closing is expected to take place early in the fourth calendar quarter of 2007.
Olswang provided UK advice to Freedom in connection with the acquisition following an introduction from Greenberg Traurig’s head of corporate in its New York office, Alan Annex. This included advising on the structure and regulatory position of the funds managed by GLG.
This is another transaction which clearly demonstrates the capability of Olswang’s corporate group in acting on high profile, international deals. Furthermore it confirms the successful alliance between Olswang and Greenberg Traurig which was formalised in 2005.
Olswang corporate partner Tony Leifer led the Olswang team on the acquisition assisted by investment funds partner Andrew Wylie, corporate associates Andrew Stott and Amanda Bailey, tax partner Graham Chase as well as other specialist lawyers on due diligence.
GLG was advised by Chadbourne & Parke.