Ben Spiers

The Firm represented Grupo Nutresa S.A. (“Nutresa”) in connection with multiple unsolicited tender offers undertaken in Colombia by Nugil S.A.S. (“Nugil”) and IHC Capital Holding LLC (“IHC”) and their activist campaign to gain control of Nutresa over the course of the last eighteen months. The Firm also represented Nutresa in connection with the recent execution of a framework agreement among Nutresa, Nugil, IHC, JGDB S.A.A. (“JGDB”), Grupo Sura S.A. (“Sura”) and Grupo Argos S.A. (“Argos”), which aims to resolve the disputes among the parties.~~Pursuant to the Framework Agreement, Sura and Argos intend to exchange their holdings in Nutresa for shares in Sura and Argos. Following the consummation of the transaction, which is subject to regulatory and corporate approvals, JGDB, Nugil and IHC will collectively own at least 87% of Nutresa’s shares, Sura and Argos will cease to be shareholders of Nutresa, and Nutresa will cease to be a shareholder of Sura and Argos.~~Nutresa, together with Sura and Argos and their respective subsidiaries, are companies from Medellin, Colombia that are reported to represent approximately 8% of the country’s GDP.~~Nutresa is the leading food processor in Colombia and one of the largest companies in the sector in Latin America. Nutresa is present in 17 countries and its products are available in 82 countries around the world.~~Sura is a Latin American regional financial and related services company, with core investments in the leading bank in Colombia, the leader in the regional pension management industry, and the third largest insurance company of Latin American origin. Argos is an infrastructure holding company with core investments in a leading company in the cement business in Colombia, the United States, Central America and the Caribbean, as well as road and airport concessions, and a portfolio of conventional and renewable energy assets.~~JGDB and Nugil are part of a conglomerate of Colombian investor Jaime Gilinksi. IHC is a subsidiary of International Holding Company PJSC, a company associated with members of the Royal Family of Abu Dhabi.~~The Simpson Thacher team included Juan Francisco Mendez, Borja Marcos, Alejandro de Ramon-Laca and Laura Ribero (Latin America); Eric Swedenburg, Ben Spiers (M&A); and Kelly Karapetyan and James Goldfeier (Antitrust).

Jun 20

2 min

Simpson Thacher represented certain investment funds affiliated with Blackstone Inc. (“Blackstone”) in connection with the accelerated bookbuilt offering of approximately 25.5 million shares in London Stock Exchange Group plc (“LSEG”) by a consortium including Blackstone, an affiliate of Canada Pension Plan Investment Board, an affiliate of GIC Special Investments Pte. Ltd. and Thomson Reuters (together, the “Consortium”) raising approximately £2.0 billion in gross proceeds. Concurrent with the placing, LSEG also completed an off-market purchase of approximately 9.5 million shares from the Consortium and the Consortium sold call options over, in aggregate, approximately 8.2 million shares in LSEG.~~The Simpson Thacher team for this transaction included Ben Spiers, Deborah Harris, Vishaal Patel and Oliver Heighton (Corporate – London); Elizabeth Cooper and William Allen (Corporate – New York); Jonathan Lindabury and Nathan Utterback (Derivatives – New York); Gil Strauss and Charles English (Capital Markets – London); Yash Rupal, Sarah Lindley and Sefia Jivraj (Tax – London); Sophie Staples (Tax – New York); and Mimi C. Cheng (Credit – Los Angeles).

Sep 15

1 min

Simpson Thacher is representing EQT’s BPEA Private Equity Fund VIII in connection with its recommended cash acquisition of the entire issued and to be issued share capital of Keywords Studios Plc (“Keywords”) at 2,450 pence per share, which was announced on 3 July 2024. The acquisition values Keywords’ share capital at £2.1 billion on a fully diluted basis, and implies an enterprise value of approximately £2.2 billion. The acquisition is expected to be implemented by way of scheme of arrangement, subject to the approval of Keywords’ shareholders. CPP Investments and Temasek will co-invest alongside EQT.~~Keywords is admitted to trading on AIM and is a global provider of fully integrated creative and technology-enabled solutions to the video games and entertainment industries.~~The Simpson Thacher team includes Ben Spiers, Lucy Gillett, Jewel Zhu, James Evelegh, Laura Harris, Beanka Chiang and Andrew Mon (Corporate – U.K.), and Antonio Bavasso and Josh Buckland (Antitrust).

Apr 7

1 min

Simpson Thacher represented certain investment funds affiliated with Blackstone Inc. (“Blackstone”) in connection with the approximate £2 billion accelerated bookbuilt offering of shares in London Stock Exchange Group plc by a consortium including Blackstone, an affiliate of Canada Pension Plan Investment Board, an affiliate of GIC Special Investments Pte. Ltd. and Thomson Reuters.~~The Simpson Thacher team for this transaction included Ben Spiers, Deborah Harris and Vishaal Patel (Corporate – London); Elizabeth Cooper and William Allen (Corporate – New York); Gil Strauss and Charles English (Capital Markets – London); Jon Ozner (Capital Markets – New York); Yash Rupal (Tax – London); Sophie Staples (Tax – New York); and Mimi C. Cheng (Credit – Los Angeles).

Mar 20

1 min

Simpson Thacher represented certain investment funds affiliated with Blackstone Inc. (“Blackstone”) in connection with the approximate £2.7 billion accelerated bookbuilt offering of shares in London Stock Exchange Group plc by a consortium including Blackstone, an affiliate of Canada Pension Plan Investment Board, an affiliate of GIC Special Investments Pte. Ltd. and Thomson Reuters.~~The Simpson Thacher team for this transaction included Ben Spiers, Deborah Harris and Vishaal Patel (Corporate – London); Elizabeth Cooper and William Allen (Corporate – New York); Gil Strauss and Charles English (Capital Markets – London); Yash Rupal, Sarah Lindley and Phoebe Adams (Tax – London); Sophie Staples (Tax – New York); and Mimi C. Cheng (Credit – Los Angeles).

May 23

1 min