Clifford Chance

Clifford Chance advises Dedalus Holding S.p.A, controlled by Ardian, on the submission of a firm offer and entering into exclusive negotiations for the acquisition of part of the healthcare IT activities of Agfa-Gevaert Group

International law firm Clifford Chance advised Dedalus Holding S.p.A, a company 60% majority-owned by Ardian and operating internationally in the clinical healthcare software sector, on the submission of a firm offer and launch of an exclusive agreement to acquire part of the healthcare software business of Agfa-Gevaert, a multinational company that develops, manufactures and distributes analogue and digital imaging systems and IT solutions.

The business concerned by the transaction generates around €260 million of revenues and consists of Healthcare Information Solutions and Integrated Care activities, as well as Imaging IT activities in the DACH region, France and Brazil. With a total turnover of €470 million, the transaction would create the European leader in the healthcare software sector with a focus on the hospital segment. The combined group would have a presence in over 30 countries and would hold a leadership position in Italy, Germany and France.

Clifford Chance advised Dedalus Holding S.p.A with a multidisciplinary and cross-border team, lead out of Milan, that included the Brussels, Dusseldorf, Frankfurt, London, Paris and Rome offices, involving the expertise of various practices that covered all the areas of the transaction: M&A, Financing, Antitrust, Competition Law, Data Protection and IP, Employment and Tax.

For M&A matters the core team comprised of partner Paolo Sersale, counsel Filippo Isacco and associate Elisa Ielpo (all Corporate, Milan); partner Xavier Remy and associate Gillis Waelkens (both Corporate, Brussels); partner Peter Dieners and senior associate Carolin Kemmner (both Corporate/Healthcare, Dusseldorf); partners Joachim Hasselbach and Frederik Mühl with associate Liza Laube (all Corporate, Frankfurt); partner Gilles Lebreton, counsel Xavier Petet, associates Valentin Morichon and Gregoire Lecoquierre (all Corporate, Paris).

As with regards to Financing, the team consisted of partners Charles Adams and Ferdinando Poscio with senior associate Pasquale Bifulco (all Finance, Milan) and partner Michael Dakin with senior associate Patrick Meson and associate Sydney Sawyier (all Capital Markets, London).

On Competition matters advice was provided by partner Luciano Di Via with senior associate Pasquale Leone (both Antitrust, Rome); partner Joachim Schütze, counsel Dimitri Slobodenjuk and associate Arne Gayk (all Antitrust, Düsseldorf) and Emily Xueref-Poviac (Antitrust, Paris), while Tax profiles were advised by partner Carlo Galli with senior associate Andrea Sgrilli (both Tax, Milan).

Employment matters were covered by the core team of partner Stefan Simon with senior associate Christopher Fischer (both Employment, Frankfurt); two counsels Gert Cuppens (Corporate, Brussels) and Cécile Zoro (Employment, Paris); other relevant questions relating to commercial/data protection matters were covered by partner Markus Muhs (Munich), senior associate Susanne Werry and associate Michael Kümmel (both Frankfurt, all Commercial/Data Protection), partner Claudia Milbradt with associate Nicolas Hohn-Hein (both IP, Dusseldorf) and counsel Loïc Lemercier (IP, Paris) and counsel Gaëlle Merlier (L&DR on medical law device aspects).