CMS has advised Windward, the AIM-listed pioneering maritime AI company, on its £216m recommended cash takeover by US private equity house, FTV. Windward joined AIM in December 2021, with CMS advising the nomad and broker on that transaction.
The deal is the largest takeover of an Israeli company on the London Stock Exchange in nearly 10 years. It is being structured as an Israeli reverse triangular merger, under the Israeli Companies Law. The transaction is subject to shareholder approval and is expected to complete in Q1 2025.
CMS has led a number of recent takeovers, including the £147m recommended offer for Capital & Regional by NewRiver REIT and Media Concierge’s £65m recommended offer for National World.
Ami Daniel, Windward CEO comments: “Throughout the deal, Louis and his team were crucial to its success, navigating UK public market requirements and managing the Israeli facets. Their deal-making mentality and business acumen are second to none and everyone we deal with at CMS are total professionals. We’re really grateful for their partnership on this landmark deal for the company.”
Louis Glass, Managing Partner of CMS’s Tel Aviv office, comments: “We’re gratified to be helping this fantastic company succeed. We’re huge fans of the board and management team and it’s great to see them into the next stage of the company’s development. It’s a prominent example of our ability to deliver significant transactions across Israel, the UK and US, with our specialist Hebrew-speaking tech M&A service, driven out of our Tel Aviv office. It’s also a pleasing achievement in the month in which we move into expanded Tel Aviv premises.”
Jack Shepherd, CMS Corporate partner, comments: “FTV’s investment is a stamp of approval for Windward’s potential and we’re very pleased to have advised them on this significant milestone. Our public M&A team had a busy 2024 and we expect this to continue in 2025.”
CMS has been acting for Israeli technology businesses for over 30 years and, for some Israeli clients, throughout that time. Our Tel Aviv office opened in 2021 and provides a focal point for inbound and outbound Israeli-related work. CMS acts for a fast-growing number of Israel’s largest and most prominent businesses, with CMS Tel Aviv providing easy Hebrew-speaking access to CMS’s 5,800 lawyers across 85 offices.
CMS Tel Aviv also offers our non-Israeli clients support in engaging with Israel’s dynamic business world, with a particular emphasis on tech. In Israel, CMS deploys its usual quality and sector strength to work with local institutions, investors and professionals in delivering client goals, adding Israel to the growing list of countries in which CMS offers coordinated multijurisdictional advice on international transactions and cross-border litigation matters.
The CMS team on the Windward/FTV transaction was led by tech M&A and CMS relationship partner Louis Glass and capital markets partner Jack Shepherd. The team included senior associates Corinna Lee, Ben Booker-Moore and Farrah Kiyani, associates Georga Ballard and Carys Holland and trainee Oyin Olukotun (all Corporate). The team also included partner Andrew Quayle, senior associate Mala Patel, and trainee Helena Thornby (all Share Incentives); partner Mark Joscelyne (Tax), partner Joel Vertes (co-head of IP); partner Russell Hoare, senior associate Sebastian Casselbrant-Multala and associate Rebecca Robertson-Enciso (all Competition).
