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12 law firms advise in $1.22bn Patni Computer takeover battle

Exclusive: AZB & Partners and J Sagar Associates (JSA) have advised India’s sixth largest IT firm Patni Computer Systems that was bought by Apax Partners-backed iGate for $1.22bn, which drafted in Khaitan & Co and Kirkland & Ellis as legal advisers.

Lexygen and Linklaters advised a Carlyle Group-led consortium of the losing bidders, where Amarchand Mangaldas is understood to have provided the advice to the bid’s merchant banks.

AZB partners Zia Mody, Essaji Vahanvati and Alka Nalavadi led as the main sell-side adviser for Patni promoters Narendra Patni, Gajendra Patni and Ashok Patni.

JSA Mumbai partner Somasekhar Sundaresan also rendered legal advice to CEO and chairman Narendra Patni as an individual, together with US firm Day Pitney.

Patni’s board of directors and independent directors consisting of 12 members had instructed Wadia Ghandy led by partner Ashish Ahuja.

Khaitan & Co Mumbai partners Haigreve Khaitan and Rabindra Jhunjhunwala and Kirkland & Ellis corporate partner Srinivas Kaushik acted for the California-based technology company iGate on the domestic and international laws pertaining to the transaction.

iGate will buy 45.6 per cent belonging to the three founder brothers as well as 17.4 per cent stake of private equity firm General Atlantic to complete one of the largest M&A transactions in the Indian IT sector to date.

General Atlantic was advised by S&R Associates and US firm Paul, Weiss, Rifkind, Wharton & Garrison.

iGate agreed to pay about $921m at Rs 503.50 a share for acquiring a majority stake in the target, with the entire transaction valued at approximately $1.22bn including a mandatory 20 per cent open offer to be made to the public shareholders of Patni.

The consortium is also set to raise a debt of about $700m through Jefferies & Company and RBC Capital Markets to fund the acquisition. iGATE has also agreed to sell to Apax Partners $270m worth of preferred stock, which may be increased to $480m based on the response to the open offer.

Shearman & Sterling advised iGATE's financial advisors, which included Jefferies & Company, Kotak Mahindra Capital Company Limited that managed its Open Offer and tax consultants Ernst and Young. Shearman & Sterling's team was led by New York partners Michael S. Baker, Robert Freedman, Maura E. O’Sullivan and Jason Lehner.

The deal was supposed to be announced on 3 January but was cancelled without the company stating any official reasons, media reports, however hinted at tax issues to have posed as potential roadblocks then.

The rival bidder to the iGate consortium was a group consisting of Carlyle and financial investors Advent International and Vivek Paul’s Akansa Capital.

Bangalore private equity boutique Lexygen and Linklaters’ Hong Kong office are understood to have advised the funds, which at one point were favourites to win the bid, with Amarchand’s Mumbai office provided legal advice for the merchant bankers.

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Like +1 Object -1 Anonymous guest 12 Jan 11, 08:49
Confused reporting - says AZB advised Patni and its promoters and then goes on to say that Wadia advised the board of Patni. For the first time I am seeing two different firms advising a company and it's board of directors.

Also, has Day Pitney advised both NK Patni and Igate?

What's the sense of mentioning unsuccessful bidder's advisor's names? Then should add all advisors of previous unsuccessful bidders of Patni like NTT and Fujitsu.
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Like +1 Object -1 Anonymous guest 12 Jan 11, 11:49
what a tamasha with 11 different law firms in one transaction-all well for the law firms I suppose.
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Like +1 Object -0 Anonymous guest 12 Jan 11, 11:53
Where are Luthra and Trilegal-they seem to have lost ground on the M&A side.
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Like +1 Object -0 kianganz 12 Jan 11, 12:11
Thanks for pointing this out, it was indeed unclear in the original copy but should now be corrected.

We mentioned a previous leading bidder in this case because it was such a large transaction that took such a significant amount of time to negotiate.
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Like +0 Object -0 Anonymous guest 12 Jan 11, 16:53
I know of Clifford Chance having represented at least one failed bidder (probably NTT alongwith Amarchand) and had mandates to represent at least three consortiums of financiers for different group of bidders!
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