Cross-border acquisition for Singapore-based investment fund

What was the brief?

We advised Singapore-based investment fund Q Investment Partners on the acquisition of the entire issued share capital of a UK company from multiple sellers.

The transaction formed part of the fund’s ongoing investment strategy and involved a number of sellers, some of whom reinvested their interests into the acquisition vehicle, creating a more complex ownership structure following completion.

Given the cross-border nature of the investment and the involvement of continuing shareholders, it was important to ensure that the acquisition structure, governance arrangements and future exit provisions aligned with the client’s long-term commercial objectives.

From acquisition to completion

Our corporate team led the transaction, advising on all stages of the acquisition process. This included conducting legal due diligence, leading negotiations on the sale documentation, reviewing the disclosure process, advising on retention arrangements and ancillary documents, and liaising with warranty and indemnity insurance providers.

We also advised Q Investment Partners, as the majority stakeholder in the acquisition vehicle, on the shareholders’ agreement, helping to ensure it had appropriate protections and mechanisms to facilitate future exit options if required.

The matter required close collaboration across multiple practice areas, with support from our banking and finance and commercial real estate teams to provide a coordinated and seamless service throughout the transaction.

The deal was led by corporate Partner Naomi Trinh, supported by Andrew Neave, Legal Assistant.

The transaction demonstrates our experience advising international investors and private capital clients on complex UK acquisitions, particularly where shareholder rollover arrangements, governance considerations and cross-border investment structures are key elements of the deal.