"CMS’s work ethic is second to none – the firm is very client-friendly and worked very hard on very difficult deadlines to produce an excellent transaction for us while managing risk in thoughtful and comprehensive ways."
MICHAEL D. FRICKLAS
Chief Legal Officer Advance / Newhouse Partnership
In our first corporate transaction for the client, a multijurisdictional CMS team advised Advance / Newhouse Partnership (Advance) on its agreement to purchase 100% of the shares of Stage Entertainment from CVC Capital Partners and Joop van den Ende.
Advance is a diversified, family-owned company that operates and invests in a broad range of media, communications and technology businesses. Its recently appointed General Counsel had been a long-standing client of CMS (and previously Olswang) for commercial media work while in his prior post of General Counsel of Viacom Inc.
Stage Entertainment is one of the world’s largest theatre producers and owners, operating 20 theatres and partnering with world-renowned creative talent to produce hit shows attended by over seven million visitors annually. The shows include Tina: The Tina Turner Musical in London and The Lion King in Hamburg and Madrid.
A CMS team with lawyers from France, Germany, Italy, Luxembourg, the Netherlands, Russia, Spain and the UK advised Advance on the acquisition.
The team was jointly led by CMS London partners John Enser and Louise Wallace and CMS Amsterdam partner Reinout Slot. Lawyers specialised in corporate, media, real estate, tax, employment and share incentives, intellectual property, competition and banking worked on the transaction.
Louise Wallace said, “The value of this business derives from a complex combination of real property, IP licences, know-how and people across multiple countries which necessitated the delivery
of highly specialised multidisciplinary advice under a challenging timescale.”
Stage Entertainment will join Advance’s strong portfolio of creative media and technology companies. Advance is one of the largest shareholders of Charter Communications, the second largest cable operator in the US, Discovery, a portfolio of premium video programming brands, and Reddit, a social news and interest forum. Advance also owns and operates Condé Nast and Condé Nast International (Vogue, Vanity Fair, GQ, Architectural Digest, Wired and The New Yorker); Advance Local and American City Business Journals, together one of the largest local media groups in America; and other companies. It has also recently signed a definitive agreement to acquire Turnitin, the leading provider of academic integrity software and solutions.
Reinout Slot added, “The sellers of Stage comprised a private equity investor as majority shareholder, along with the founder of the business, who was stepping down, and ongoing management, so we had to deal with significant competing interests as the transaction progressed. There were also complex tax and pensions issues to contend with.”
Michael D. Fricklas, Chief Legal Officer of Advance, observed, “This was our first major acquisition of a significant European business under our new capital deployment programme. CMS was an excellent partner and provided leadership in a large number of critical areas. CMS’s work ethic is second to none – the firm is very client-friendly and worked extremely hard on difficult deadlines to produce an excellent transaction for us while managing risk in thoughtful and comprehensive ways.”