O'Melveny Advises Investment Syndicate on Acquisition of 3i Healthcare and Technology PortfolioSeptember 22, 2009
O’Melveny & Myers LLP
O’Melveny & Myers LLP
LONDON - September 22, 2009 - O’Melveny & Myers LLP has represented a syndicate including Coller Capital, HarbourVest, and DFJ Esprit LLP, the UK associate of international venture house Draper Fisher Jurvetson, in the acquisition of the healthcare and technology venture capital portfolio owned by 3i Group plc and its subsidiary and affiliate entities. The portfolio consists of approximately 30 companies. The aggregate maximum consideration of the deal is approximately £125 million (US$202.2 million).
“We were delighted to be asked to work with the buying syndicate on this transaction,” said John Daghlian, head of O’Melveny’s Investment Funds and Securitisation Practice and managing partner of the Firm’s London office. “Both Coller and DFJ Esprit are valued clients of O'Melveny in their own right and we very much enjoyed working on the same side as HarbourVest for the first time,” he added.
The deal involved the establishment of a new fund vehicle, Encore I Fund LP, funded by Coller and HarbourVest and to be managed by Encore Ventures LLP, a new manager set up by DFJ Esprit specifically for managing the assets of Encore I Fund LP, which will acquire the companies. The transaction was signed on September 11, 2009. Completion of the acquisition of each of the companies' shares is anticipated to occur as soon as possible following the conclusion of applicable pre-emption, tag, and co-sale processes.
The transaction was particularly complex due to the number of companies involved in the portfolio and the differing mechanics and processes required in order for Encore I Fund LP to obtain ownership of the shares in each company.
The O’Melveny team was led by Daghlian and partner James Ford, with assistance from partner Justin Stock and counsel Matthew Harrison. Partner Sherri Snelson led the debt financing aspects of the deal, and partner Solomon Wifa coordinated the establishment of the new fund.
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