Khaitan & Co advises Kongsberg Automotive (KA) on the India leg of global sale of its Interior Comfort Systems (ICS) business unit to Lear Corporation (Lear)

Khaitan & Co advised Kongsberg Automotive (KA), a leading European automotive manufacturer, on the India leg of the global sale of its Interior Comfort Systems (ICS) business unit to Lear Corporation (Lear). 

 

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DETAILS

1. Sector Automobiles and Components
2. Announcement Date 28-Oct-2021
3. Completion Date 28-Feb-2022
4. Name of Client Kongsberg Automotive
5. Acquirer Details Lear Corporation | India

 

Lear a global automotive technology leader in Seating and E-Systems enables superior in-vehicle experiences for consumers around the world. Lear’s diverse team of talented employees in 38 countries is driven by a commitment to innovation operational excellence and sustainability. Lear is Making every drive better™ by providing the technology for safer, smarter and more comfortable journeys. Lear
headquartered in Southfield Michigan serves every major automaker in the world and ranks 179 on the Fortune 500.

6. Seller Details Kongsberg Automotive | India
Kongsberg Automotive is a global automotive technology player that provides cutting-edge technology to the vehicle industry across several countries and drives the global transition to sustainable mobility by putting engineering sustainability and innovation into practice. With approximately 11,000 employees in 19 countries
Kongsberg Automotive has more than 27 production facilities worldwide and its product portfolio includes driver and motion control systems fluid assemblies and industrial driver interface products.
7. Deal Description Khaitan & Co advised Kongsberg Automotive (KA), a leading European automotive manufacturer, on the India leg of the global sale of its Interior Comfort Systems (ICS) business unit to Lear Corporation (Lear). The ICS business unit supplies seat climate and comfort systems to major car and seat manufacturers. Lear and KA entered into a master sale agreement on 28 October 2021, and the transaction closed on 28 February 2022 for a value of €175 million (USD 190.97 Million). With this transaction, approximately 3,800 KA employees from Asia (including employees in India), Europe and North America will join the Lear Group.
8. Total Consideration EUR 175 million (USD 190.9 million)
9. Team Members Khaitan & Co team advising KA was led by Anshul Prakash, Partner with the Firm’s Employment, Labour and Benefits practice. Anshul, along with Abhimanyu Pal (Principal Associate) and Kruthi N Murthy (Associate) advised on the overall aspects of business employees transfer, related documentation, employee communications and strategic aspects pertaining to staff onboarding with Lear and multiple concerns in terms of local labour law compliances.

Radhika Agarwal (Partner), Tanvi Dabir (Associate), Ayush Kashyap (Associate) advised on corporate aspects of the transaction. Shabnam Shaikh (Partner), Sanket Shah (Principal Associate) and Jimmy Bhatt (Principal Associate) advised on the direct tax front and Sudipta Bhattacharjee (Partner) and Onkar Sharma (Principal Associate) advised on the indirect tax front.

Amit Wadhwani (Counsel) and Aishwarya Wadhavkar (Associate) advised on the real estate aspects and Shailendra Bhandare (Partner) advised on Intellectual Property aspects. Supratim Chakraborty (Partner), Sumantra Bose (Principal Associate) and Tashi Gyanee (Associate) advised on employee data privacy and retention related aspects.

10. Role of Firm Khaitan & Co advised Kongsberg Automotive (KA), a leading European automotive manufacturer, on the India leg of the global sale of its Interior Comfort Systems (ICS) business unit to Lear Corporation (Lear).
11. Other legal advisors if any with names of Lead Lawyers Squire Patton Boggs, Paris; Lead by Tony Reed, Paris-based partner and EMEA Chair of SPB’s Global Corporate Practice
12. Unique Feature of Transaction The team had to manage several practical issues pertaining to potential onboarding of employees and other commercial nuances against the backdrop of global closing and the difficulties that the principals faced on account of timing between global and local closing.
13. Press coverage Lear.com

Kongsbergautomotive

Squirepattonboggs 

MayerBrown

14. Quotation by Team Leader “An outstanding example of team play across specialist domains with frequent handholding by our colleagues on issues ranging between multiple practice areas and items of concern.”

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