Baker & McKenzie LLP
08/14/2024 | Press release | Distributed by Public on 08/14/2024 03:20
Baker McKenzie advising Eutelsat Group on exclusive negotiations for the carve-out and partial sale of its passive ground segment infrastructure assets
Leading global law firm, Baker McKenzie has advised Eutelsat Group on its exclusive negotiations for the carve-out and partial sale of its passive ground segment infrastructure assets. As part of this, Eutelsat Group, a global leader in satellite communications, has entered into exclusivity and signed a put option agreement with the EQT Infrastructure VI fund (EQT).
The contemplated transaction would consist of the carve-out of the passive assets (land, buildings, support infrastructure, antennas and connectivity circuits for the combined portfolio of teleports and SNPs) to form a new company which would be incorporated as a standalone legal entity. EQT will own 80% of the capital, while Eutelsat Group will remain committed as long-term shareholder, anchor tenant and partner of the new company with a 20% holding alongside EQT.
The new entity would be the world's largest pure-play, operator-neutral, ground station- as-a-service company, bringing together top-level teams combining satellite-specific knowledge with highly experienced infrastructure service operators for optimum customer service.
On completion of the transaction, Eutelsat would enter into a long-term framework master service agreement (MSA) covering services to be rendered by the new company to Eutelsat Group. The MSA would assure the seamless continuity of Eutelsat's activities at the same high level of efficiency, reliability and security.
The contemplated transaction values the new entity at an enterprise value of €790m, representing attractive EBITDA-Capex and EV/EBITDA multiples. It would shift future maintenance capex to the new entity, while the proceeds would enable Eutelsat to strengthen its financial profile and focus on the next generation of its multi orbit -fleet.
The global Baker McKenzie team was led by London Corporate Partners, Robert Adam, Jo Hewitt, David Hart and Charles Whitefoord with support from Corporate Associates Katie Sewell and Colin Stich and Senior Legal Project Manager Katherine Curtis. The London team also included: Kim Sartin (Partner, Employment), Tristan Grimmer (Partner, Foreign Investment), Ben Wilkinson and Luka Lightfoot (Partners, Banking & Finance), Ben Farnell (Partner, Real Estate) and Robbie Downing (Consultant, Telecoms).
The wider Baker McKenzie team included lawyers from 27 offices across the Firm's global network. Baker McKenzie advised Eutelsat alongside De Pardieu Brocas Maffei. A&O Shearman and Paul Weiss advised EQT.
Commenting on the transaction, Robert Adam said: "It has been a pleasure to support the Eutelsat team on this innovative transaction, which plays into our strength of advising on complex, cross-border carve-outs. By bringing together knowledge and expertise from across our global network, we have been able to support the team to achieve a "first of a kind" deal, positioning them to become the new global leader in this dynamic sector."
The transaction remains subject to customary conditions precedent, in particular the approval by the relevant regulatory authorities as well as consultation with French security authorities and the appropriate employee representative bodies. Closing of the deal is expected in the first quarter of calendar year 2026.
The contemplated transaction would consist of the carve-out of the passive assets (land, buildings, support infrastructure, antennas and connectivity circuits for the combined portfolio of teleports and SNPs) to form a new company which would be incorporated as a standalone legal entity. EQT will own 80% of the capital, while Eutelsat Group will remain committed as long-term shareholder, anchor tenant and partner of the new company with a 20% holding alongside EQT.
The new entity would be the world's largest pure-play, operator-neutral, ground station- as-a-service company, bringing together top-level teams combining satellite-specific knowledge with highly experienced infrastructure service operators for optimum customer service.
On completion of the transaction, Eutelsat would enter into a long-term framework master service agreement (MSA) covering services to be rendered by the new company to Eutelsat Group. The MSA would assure the seamless continuity of Eutelsat's activities at the same high level of efficiency, reliability and security.
The contemplated transaction values the new entity at an enterprise value of €790m, representing attractive EBITDA-Capex and EV/EBITDA multiples. It would shift future maintenance capex to the new entity, while the proceeds would enable Eutelsat to strengthen its financial profile and focus on the next generation of its multi orbit -fleet.
The global Baker McKenzie team was led by London Corporate Partners, Robert Adam, Jo Hewitt, David Hart and Charles Whitefoord with support from Corporate Associates Katie Sewell and Colin Stich and Senior Legal Project Manager Katherine Curtis. The London team also included: Kim Sartin (Partner, Employment), Tristan Grimmer (Partner, Foreign Investment), Ben Wilkinson and Luka Lightfoot (Partners, Banking & Finance), Ben Farnell (Partner, Real Estate) and Robbie Downing (Consultant, Telecoms).
The wider Baker McKenzie team included lawyers from 27 offices across the Firm's global network. Baker McKenzie advised Eutelsat alongside De Pardieu Brocas Maffei. A&O Shearman and Paul Weiss advised EQT.
Commenting on the transaction, Robert Adam said: "It has been a pleasure to support the Eutelsat team on this innovative transaction, which plays into our strength of advising on complex, cross-border carve-outs. By bringing together knowledge and expertise from across our global network, we have been able to support the team to achieve a "first of a kind" deal, positioning them to become the new global leader in this dynamic sector."
The transaction remains subject to customary conditions precedent, in particular the approval by the relevant regulatory authorities as well as consultation with French security authorities and the appropriate employee representative bodies. Closing of the deal is expected in the first quarter of calendar year 2026.