M&A, Competition, Regulatory

Our M&A practice advises buyers, sellers, investors and shareholders on domestic and cross-border transactions across a broad range of sectors. We support clients throughout the transaction lifecycle, including structuring, legal due diligence, transaction documentation, regulatory approvals, signing, closing and post-completion matters.

We advise on share and asset acquisitions, disposals, joint ventures, corporate reorganisations, privatisations and strategic investments. Our lawyers regularly negotiate share purchase agreements, shareholders’ agreements, investment agreements, disclosure letters, transitional arrangements and other transaction documents.

Our team advises on merger control, foreign investment and sector-specific approvals, antitrust compliance, restrictive arrangements, abuse of dominance, public procurement and interactions with regulatory authorities. We also represent clients in merger clearance proceedings, investigations and regulatory matters.

Capabilities

·         Public and private M&A

·         Share and asset acquisitions and disposals

·         Joint ventures and strategic investments

·         Corporate reorganisations, carve-outs and restructurings

·         Privatisations and state asset transactions

·         Transaction structuring and legal due diligence

·         Transaction documentation, signing and closing

·         Post-completion integration and corporate implementation

·         Merger control and foreign investment approvals

·         Competition compliance and internal audits

·         Competition investigations and regulatory proceedings

·         Public procurement

·         Sector-specific regulatory advice and approvals

Selected Experience

Masdar (UAE) on the Uzbek law aspects of its joint venture with TotalEnergies, established as part of a broader multi-jurisdictional platform consolidating onshore renewable energy businesses across nine Asian markets, with an aggregate value of approximately USD 2.2 billion.

Sumitomo Corporation (Japan) on its participation in a joint development and investment arrangement with ACWA Power and other international partners in connection with the acquisition of an interest in a portfolio of large-scale renewable energy projects in Uzbekistan.

UzCarlsberg (Uzbekistan) on a minority equity investment by EBRD, implemented alongside a long-term financing facility.

Leading Chinese technology group on a USD 70 million equity investment in Uzbekistan’s first unicorn, a holding company with interests in a digital marketplace and two banks.

Global South Utilities (UAE) on the acquisition of a majority interest in Yashil Energiya LLC, a renewable energy developer specialising in the development, financing, construction and operation of distributed solar power projects in Uzbekistan.

Multinational technology company on the strategic acquisition of key assets from one of Uzbekistan’s leading delivery services businesses.

Lactalis (France) on the acquisition of Nestlé’s dairy and water production business in Uzbekistan.

KT Corporation (Republic of Korea) on the merger of Evo and East Telecom, including corporate, tax and competition law advice and obtaining merger clearance from the Uzbek competition authority.

Global technology and industrial group on acquisitions of interests in major chemical companies in Uzbekistan, including merger control approvals, and on competition law matters and disputes concerning pricing practices and dominant market position.

Multiple leading global pharmaceutical companies on competition and regulatory matters relating to their operations in Uzbekistan, including pricing, distribution and advertising of pharmaceutical and cosmetic products, consumer protection and personal data requirements.