Taylor Wessing's Inward Investment Group advises on M&A double act

Taylor Wessing's Inward Investment Group has recently advised on a double act of M&A deals for technology-centric clients GSC Partners and Sybase Inc.

Taylor Wessing acted for private equity firm, GSC Partners, the majority shareholder in etalk Corporation, in connection with the acquisition of etalk Corporation by London-listed Autonomy Corporation plc.  The acquisition, with a consideration of US$30m cash and Autonomy ordinary shares of approximately US$40m plus additional contingent consideration up to US$23m, was effected by means of a "reverse triangular merger".  This involved Autonomy establishing a new subsidiary based in Nevada, which then merged with etalk Corporation, itself a Nevada corporation.  If the acquisition is approved by the shareholders of Autonomy, following closing the etalk shareholders will own up to 9.1% of the enlarged Autonomy Group.

GSC Partners was advised by Taylor Wessing's Paul Webb and Debbie Cloake in the UK, and in the US by Stroock & Stroock & Laven LLP.  Autonomy Corporation plc was advised by William Cutler Pickering Hale & Dorr LLP in the UK and by Morgan, Lewis & Brockius in the US.

Taylor Wessing also acted for New York stock exchange listed Sybase Inc, one of the largest independent software vendors in the world, in connection with its acquisition of ISDD Limited in April 2005 for a consideration of £2m in cash.

The Taylor Wessing team included Mark Barron, Mustafa Hussain, Paul Webb, David Kent, Charlie Pring, Elizabeth Small, Leigh Lisk and Rowena Davis.   ISDD Limited was advised by Morgan Cole.