Deal Closed | Mitsui & Co Ltd | Investment in Bharat Insecticide

Mitsui and Nisso Jointly Invest in Bharat Insecticide Limited in India.

The details of the deal are as under:

Sector: Fertilizers and Agro Chemicals

Announcement Date: 28-May-2020

Completion Date: 17 September 2020

Name of Client: Mitsui & Co. Ltd

Bidder, Bidder Country and Description: Bharat Certis Limited

A subsidiary of Mitsui & Co., Ltd., Japan

Target, Target Country: Bharat Insecticides Limited

Development, manufacturing, and distribution of agricultural crop protection inputs in India.

Deal Description: Khaitan & Co. advised Mitsui & Co. Ltd. in relation to acquisition of 56% shareholding of Bharat Insecticides Limited, producer of Insecticides, Herbicides, Fungicides chemicals agriculture, by Bharat Certis Limited, subsidiary of Mitsui & Co., Ltd., Japan from the existing shareholders. 

Total Consideration: Confidential  

Team Members: The transaction was led by Prasenjit Chakravarti (Partner, M&A/Corporate). The core transaction team comprised of the following members of M&A/Corporate team: Prasenjit  Chakravarti (Partner), Nitish Goel (Principal Associate), Nimisha Trehan (Principal Associate), Megha Sharma (Senior Associate), Saurav Bhaumik (Associate) and Ranjini Gogoi (Associate) with assistance from the following:

Litigation advisory: Susmit Pushkar (Partner), Anchit Oswal (Principal Associate) and S. Mohammed Raiz (Senior Associate);

Intellectual Property advisory: Shailendra Bhandare (Partner) and Sourav Dan (Senior Associate); 

Competition Law issues: Manas K Chaudhuri (Partner), Pranjal Prateek (Principal Associate) and Aman Singh Baroka (Senior Associate); 

Direct Tax advisory: Indruj Singh Rai (Partner); 

Corporate structuring: Bhavik Narsana (Partner); 

Regulatory issues: Atul Pandey (Partner); and 

Indirect Tax advisory: Ayush A. Mehrotra (Partner) and Tushaar Talwar (Senior Associate).

Role of Firm: Advised on all aspects on the transaction including providing structuring advice for the transaction from an Indian law perspective, conducting legal due diligence, drafting and negotiating the definitive agreements, closing assistance, confirmatory due diligence and preparing ancillary agreements/documents.

Other legal advisors: if any with names of Lead LawyersEconomic Laws Practice and then Stratage Law Partners- advisor to sellers and target

ERM  - advising our client on environmental law issues

Unique Feature of Transaction: Owing to the nature of business of the Target, drawing up pre-closing adjustment construct to assess leakage and adjustment to final purchase price, devising post-closing price adjustment mechanism to account for unrealised overdue trade receivables over the agreed period of time.