Howes Percival has acted for the shareholders of Raffenday Ltd in the sale of the automotive harness wiring manufacturer and distributor, to a US corporate TTI Inc.
Based in Wellingborough, with a facility in Slovakia, Raffenday Ltd have been supplying the automotive, marine and industrial markets for over 20 years.
The UK development centre specialises in product design and project management as well as the manufacture of prototypes and low volume assemblies, while the facility in Slovakia specialises in the manufacture of medium to high volume harnesses and cable assemblies.
Headquartered in Fort Worth, Texas, TTI Inc. is a world-leading authorised distributor and specialist in electronic components for industrial, military, aerospace and consumer electronic manufacturers worldwide.
Howes Percival advised Raffenday’s shareholders on all of the legal aspects of the deal. This included a significant cross-border element involving a pre-sale reorganisation, liaising with and instructing the Slovakian lawyers to coordinate both the pre-sale reorganisation and the diligence/disclosure, and negotiating an appropriate warranty suite on the Slovakian share transfer agreements.
Other challenges involved ratifying historical share transfers in the company and issues relating to the company’s statutory registers and carrying out a share buyback for a minority shareholder.
Head of the Milton Keynes Corporate team, Andy Harris, led the Howes Percival team, assisted on corporate matters by Bradley Johnson, with Sobia Ahmad and Anna Bithrey advising the clients on their service contracts and settlement agreements, and Michelle Woolston on a new lease of the target’s UK premises. Chloe Bristow dealt with all company secretarial and governance matters, while Sam Moore advised on tax.
The cross-border transaction involved expertise from HKV Law Firm in Slovakia, who also acted for the sellers and Knights plc and Accace, who acted for the buyer.
Howes Percival’s Head of Automotive, Tom Redman, commented,
We are delighted to have worked with the Raffenday team to bring this complex transaction home. It is a fantastic deal for all parties involved and one that once again showcases the breadth and depth of the firm’s automotive expertise across the entire sector. A large part of the complexity was due to the cross-border element, which meant the UK sellers needed to appoint Slovakian lawyers as their attorneys. Procedural regulations in Slovakia meant that a strict timetable had to be adhered to in order to carry out an effective transfer.
Howes Percival’s specialist Automotive team advises clients across the automotive industry, from global brands to UK owner-managed businesses. The team has extensive experience acting for a wide range of businesses in the sector including manufacturers, dealerships and suppliers as well as insurance providers, roadside recovery businesses, parts distributors, businesses involved in motor racing and automotive member organisations.
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