ASAR (as Kuwait counsel) acted as Kuwait law counsel to Jadwa and its subsidiary Entertainment Opportunities Investment Company LLC (the “Buyer”) in relation to the acquisition of 35% of Gissah for Perfumes, Teeb and Oud Company W.L.L (the “Target”) which operates in the perfume industry from its shareholders in Kuwait (the “Transaction”). This involved the acquisition of the interest in Gissah entities located in both Kuwait and KSA in separate stages.
ASAR advised on key aspects of the Transaction including:
- Prepare a comprehensive legal Due Diligence on the Target’s business.
- Review and amend definitive agreements required for execution of the Transaction (including, a Sale and Purchase Agreement and shareholders’ agreement).
- Review and amend disclosure letter prepared by the sellers.
- Advising on all regulatory approvals required and procedures to be followed in relation to the Transaction.
- Assisting with obtaining the Competition Protection Authority on the Transaction.
- Assisting with closing the transaction and the signing of the required documents before Kuwait authorities.
The importance of this transaction stems from several reasons, which include the following:
- The client is one of the largest perfume companies in Kuwait, and the restructuring of the business in question in Kuwait and the KSA, has been particularly challenging and required creative thinking for its structuring, particularly as the Buyer wanted to gain certain control over the Target’s business in KSA and Kuwait.
- Completion of the transaction is pre-condition on several milestones, each of which presents its own sets of regulatory issues, challenges and complexities that we handle individually while taking into account the nature of the shifting regulatory environment in Kuwait.
It was necessary to negotiate the terms of Transactions agreements with the sellers which was a cumbersome process.
Meet the team behind this great achievement: