Advising Motion Applied on the sale of CI Rail

What was the brief?

We acted for longstanding client Motion Applied Limited (MAL), a Greybull Capital portfolio company, on the sale of its CI Rail business to Huber+Suhner, a leading Swiss technology company.

Originally acquired from McLaren, where it formed part of the technology division of McLaren Racing, CI Rail has grown into a successful international provider of WiFi and networking solutions to railway operators around the world.

Our corporate team advised on all aspects of the disposal process, supporting the client through a competitive auction sale and helping to position the business for a successful strategic exit.

From acquisition to completion

A collaborative effort between our corporate and tax teams, we worked closely with Motion Applied to prepare the business for sale and guide the transaction through to completion.

A key challenge was that CI Rail did not operate through a standalone legal entity. Before the sale could proceed, the business needed to be separated from the wider Motion Applied group through a complex internal reorganisation and hive-down of assets. Working alongside our Tax team, we designed and implemented a structure that enabled the business to be carved out efficiently while protecting the client’s position from a tax perspective.

The resulting structure created a clear platform for the sale process and helped present the business effectively to prospective buyers.

The transaction was conducted through a competitive auction process. Drawing on our experience of auction sales, we supported the client through every stage, from preparation and bidder engagement to negotiations with the successful purchaser. The deal also included deferred consideration and earn-out arrangements, requiring careful negotiation and drafting to balance future value creation with certainty and risk management.

The successful completion of the sale delivered a strategic outcome for Motion Applied and marks the next stage of growth for CI Rail under its new ownership. By combining technical expertise with a practical and commercial approach, we helped the client navigate a complex separation and disposal process while maximising value through a competitive sale.