Global Infrastructure Partners - Agreement to acquire London Gatwick Airport

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Slaughter and May is advising Global Infrastructure Partners (GIP), an independent $5.64 billion investment fund, on its agreement with BAA Airports Limited to acquire London Gatwick Airport.

GIP will be investing through Ivy Bidco Limited ("Bidco"), a limited liability company registered in England, established for the purposes of making the acquisition. Bidco will pay a cash consideration of £1,455 million for the entire share capital of Gatwick Airport Limited on a cash-free, debt-free basis. Bidco has also agreed to make certain additional payments of up to £55 million on a deferred basis, contingent on certain defined targets relating to passenger volume and future capital structure being achieved. Completion is anticipated in the first week of December 2009 and is subject to, among other things, European Union merger clearance.

Slaughter and May also advised in relation to GIP's £1.125 billion debt financing for the acquisition, comprising acquisition, capex and working capital facilities which was arranged by Banco Santander, Bayerische Landesbank, Calyon, Credit Suisse, Espirito Santo Investment, HSBC, J.P. Morgan, Royal Bank of Canada, The Royal Bank of Scotland, Société Générale, Sumitomo Mitsui Banking Corporation Europe and WestLB.

Corporate: Mark Horton (partner), Roland Turnill (partner), James Hawes (associate), Sarah Ullathorne (associate), Jonathan Wiseman (associate), Richard Collinson (associate), Amy Hutchings (associate)

Financing: Simon Hall (partner), Kirstie Hutchinson (associate), Ed Peacock (associate), Felipe Alviar-Baquero (associate)

Competition: Christopher Wright (special adviser), Steve Smith (associate)

IT/IP: Rob Sumroy (partner), Louisa Christofidou (associate)

Pension and Employment: Charles Cameron (partner), Eleanor Taylor (associate), Adam Taylor (associate)

Real Estate: David Waterfield (partner), Tim Healey (associate)

Tax: William Watson (partner), Abigail McGregor (associate)