The law firm SCOTTO & ASSOCIÉS advised the SPIE Group and its executives in connection with its sale to a consortium of investment funds
The SPIE Group, a major player in the fields of electrical engineering, HVAC engineering, and mechanical engineering, operates in 31 countries with nearly 28,600 employees. It reported revenue of 3.75 billion euros in 2010.
The law firm SCOTTO & ASSOCIÉS advised the SPIE Group and its management team in connection with the sale of the group by PAI Partners to a consortium of funds comprising Clayton Dublier & Rice, AXA Private Equity, and the Caisse de dépôt et de placement du Québec. The transaction is valued at approximately 2.1 billion euros.
This sale took place on August 30, 2011, following approval from the competition authorities and the foreign investment control authorities. It was accompanied by the group’s top management taking a stake alongside the group’s new shareholders.
In addition, as part of this transaction, 350 managers from the group are set to invest shortly. This investment transaction constitutes a public offering of securities in France, requiring the preparation of a prospectus subject to approval by the AMF, which was granted on October 17, 2011.
Finally, a new employee stock investment fund (SPIE Actionnariat 2011) was approved by the AMF on October 7, 2011. The fund will soon be open for subscription to 24,000 employees in about half a dozen countries.
Our firm handled all legal and tax matters arising in connection with the various transactions described above, including:
- the settlement of the management package for approximately 275 managers agreed upon with the seller, PAI Partners;
- negotiations regarding the reappointment of the group's top management;
- the negotiation and implementation of a new compensation package for approximately 350 managers, and in particular the preparation of the prospectus required by AMF regulations;
- preparing the required documentation and establishing the new employee stock purchase plan; as well as
- all tax aspects of the transaction.
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