Herbert Smith Freehills LLP 2017/18

09

HERBERT SMITH FREEHILLS

SKY CASE STUDY

We are currently advising Sky on a recommended takeover offer from their largest shareholder, 21st Century Fox, which has offered £11.7 billion to acquire the 61%of Sky that it does not already own, valuing the entire company at £18.5 billion. This was the second largest public M&A deal announced in the UK market in 2016 and one of the most high-profile ongoing deals. Structured as a court sanctioned scheme of arrangement, the transaction is subject to the approval of the UK’s High Court, Sky shareholders and various regulatory pre-conditions given the international nature of the transaction and the regulated nature of the media industry across the various jurisdictions involved. Our Corporate team is leading the Herbert Smith Freehills’ team from London and is drafting the documents to be published in order to seek Sky shareholders’ approval, as well as interacting with various regulators including the UK’s Takeover Panel. “THIS IS AN EXCITING DEAL TO BE WORKING ON. IT HAS EXTENSIVE MEDIA COVERAGE, AND I’VE LEARNED A LOT ABOUT SCHEMES OF ARRANGEMENT, TAKEOVER PANEL SUBMISSIONS, AND TECHNICAL AND PRACTICAL ISSUES, SUCH AS LIAISINGWITH COURT CASEWORKERS.” OLGA TIMIRYASOVA, TRAINEE SOLICITOR As part of a firm-wide effort, the team is being assisted by teams fromwithin our Corporate, Competition, Employment and Incentives, Tax and US Securities practices, across our network including our offices in Brussels, Dubai, Frankfurt, Hong Kong, Johannesburg, London, Madrid, Paris, Singapore, Sydney and Tokyo. Our trainees have been involved throughout and will continue to be closely involved, helping with the many announcements and in preparing the shareholder documentation.

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