Karma Samdup

Advising GPs & LPs

• Advising a FO client on a multi-million dollar investment in Elite Depot (t/a Shein), the global clothing brand, structured via a single-asset Delaware master series limited partnership (managed offshore) investing via a double layer BVI SPV structure.
• Advised this London-based fund-of-funds manager on multiple fund investments, including investments into: (i) Daybreak Ventures I LP, a circa US$30 million US-based venture capital fund; (ii) Timeless Partners Ventures, a circa US$30 million technology focused venture capital fund; (iii) Spice Opportunity - Imprint C LP, through which the client co-invested into the Series C funding round of a successful venture delivering branded merchant credit card services; and (iv) Ren Fund (P) LP, a US$750 million fund thar holds, manages and sells investments in continuation fund transactions and arbitrage-focused special situation private equity investments.
• Advising a longstanding client on its global investment programme, including in relation to its LP investments in investment funds and its direct investments through debt and equity instruments at portfolio company level. Recent advisory roles include investments in: (i) Arctos Sports Partners Fund II LP, a US$2.5 billion US-based fund investing in professional sports leagues; (ii) Bonaccord Capital Partners II, a US$1.25 billion fund acquiring minority equity stakes in mid-market sponsors across private equity, private credit, real estate and real assets; (iii) Levine Leichtman Capital Partners VII-A LP, a US$3.3 billion, US focused private equity fund; (iv) Ml3 Ventures III LP, a US$425 million venture capital fund; (v) 8F Aquaculture Fund Japan I LP, a US$280 million private equity fund investing in vertically integrated aquaculture production and processing facilities; and (vi) Materna Medical Inc, a novel OBGYN platform company as part of their Series B funding round.
• Advising Axa Venture Partners, a global venture capital firm with a focus on the technology sector and with more than €2billion of assets under management, on their fund investments into LocalGlobe XIII LP and Latitude IV LP. 
• Representing Kindred Capital on the launch of all its fund vintages as lead fund counsel, as well as on the formation of multiple co-investment SPV structures, including where Kindred Capital co-led a US$73 investment into Cradle Bio B.V, a biotech company leveraging AI to accelerate the design and testing of proteins. 
• Representing Isomer Capital, a leading European venture capital fund-of-funds, on its various Luxembourg domiciled fund formation mandates (IC I, II, III, as well as other fund strategies, including its inaugural secondaries fund).
• Advising Bootstrap Europe, a prominent female led European venture debt firm on the structuring and formation of their various Luxembourg funds, the latest being Bootstrap Europe IV.
• Representing Zero Carbon Capital on the establishment of their first £50 million UK domiciled impact fund targeting investments in start-ups across Europe focused on building and commercialising technologies that will accelerate the global net zero transition.

Venture Capital, Private Equity & Equity Investments 

• Representing NordicNinja VC in the formation of its €200 million Luxembourg fund, which involved co-ordination of multiple investors across jurisdictions (including Japan), as well as structuring at the management vehicle level as between the two key stakeholders in multiple jurisdictions.
• Advising Ventech Capital on its participation in the Series B financing round undertaken by Funxional Therapeutics Limited, a clinical stage pharmaceutical company focused on the discovery and development of novel anti-inflammatory therapies based in Cambridge, UK. 
• Advising The Wellcome Trust on its £20 million Series A financing of Kymab, a biopharmaceutical company focused on the development and commercialisation of novel monoclonal antibody medicines using its proprietary genomically engineered mouse, KymouseTM.
• Advising Ventech Capital and Gilde Healthcare Partners on their participation in the Series B financing undertaken by Prosonix, a world leader in ultrasonic pharmaceutical particle engineering technologies for the manufacture of high value pharmaceutical powders. 
• Advising management sellers on the recent secondary buy out of EAT. The Real Food Company Limited by Lyceum Capital which involved complex tax planning and three sale agreements. 
• Advising ABN AMRO Capital UK on the: 
  • acquisition of Volution Holdings, owner of market leading brands such as Vent­Axia (ventilation), Kopex and Adaptaflex (ducting and fittings for electrical cables); and
  • disposal of the Cable Management Group to Lloyds TSB Development Capital for approximately £55 million.

Mergers & Acquisitions, Joint Ventures & Restructuring

• Representing Takeda Pharmaceutical Company on its €9.6 billion acquisition of the pan-European drug company Nycomed NS, ultimately principally owned by Nordic Capital and Coller International Partners. 
• Advising Advanced Computer Software Group plc (ACS), a listed provider of software and IT services, on:
  • numerous acquisitions as part of a planned “buy-and-build” strategy, including reverse takeover of Adastra Software and the acquisition of Redac Holdings Group from Alchemy Partners for £100 million; and
  • the ultimate disposal of ACS to Hellman & Friedman for £150 million, as part of a joint acquisition and merger of Iris Software Group and CSG by Hellman & Friedman for an aggregate enterprise value of £500 million.
• Advising J Sainsbury’s on the acquisition of 33 stores from the Co-operative Group for an aggregate consideration in excess of £100 million. 
• Advising Daniel J. Edelman, the US public relations business, on its acquisition of The Centre International Limited, the holding company of a public relations business in Belgium. 
• Advising Pfizer Inc. on the: 
  • disposal of its Adams confectionary business to Cadbury Schweppes plc for a consideration of US$165 million, forming part of a global disposal programme to Cadbury for an aggregate consideration of US$4.2 billion;
  • disposal of its European consumer healthcare business to Johnson & Johnson for consideration in excess of US$1 billion, forming part of a global disposal programme to Johnson & Johnson for an aggregate consideration ofUS$16.6 billion; and 
  • acquisition of PowderMed Limited, a UK-based start-up focusing on developing vaccine technology, for a substantial undisclosed sum.  
• Advising DCS Group plc on the recommended takeover offer made by Reynolds & Reynolds by way of a Court sanctioned scheme of arrangement. 
• Advising Zenith Hygiene Group plc, a leading provider of hygiene products and solutions, on numerous acquisitions as part of a “buy-and-build” programme over a number of years, including advising on its AIM flotation. 
• Advising Barclays, HSBC and Lloyds TSB on negotiating equity documents and related services agreements in relation to a cheque clearing joint venture business with Unisys.
• Advising Royal Mail on the exit of Singapore Post from the Spring Global Mail joint venture between Royal Mail, Singapore Post and TNT pursuant to which the exit arrangements provided for Singapore Post acquiring the Asia-Pacific business of Spring Global Mail.
• Advising National Grid on a number of complex high value tax and business driven group restructuring and refinancing arrangements.