Eduardo J. Fernandez Partner MAIN OFFICE: Paris Willkie Farr & Gallagher LLP 21-23 rue de la Ville l'Evêque 75008 Paris, France T +33 1 53 43 4530 F +33 1 40 06 9606

Eduardo Fernandez is a partner in the Corporate and Financial Services Department of Willkie Farr & Gallagher LLP based in Paris.

Mr. Fernandez focuses primarily on mergers and acquisitions and private equity transactions as well as corporate finance, including debt restructurings, and strategic alliances.

Chambers Europe (2011) ranks Mr. Fernandez among the leading individuals practicing in France in the areas of Private Equity (High End) and Capital Markets (Equity), and Chambers Global (2011) ranks him among the leading individuals practicing in France in the area of Capital Markets (Equity). Chambers has cited Mr. Fernandez's "commercial realism, remarkable client relations and quick turnaround" and his being "greatly appreciated for his ability to give a global perspective," and "instrumental to the success of deals."PLC Which Lawyer? consistently ranks Mr. Fernandez among its recommended individuals practicing in the area of private equity/venture capital in France. Mr. Fernandez has also been included in European Legal Experts for both his Corporate and M&A and Banking and Finance capabilities and Legal 500 ranks him amongst the most recognized lawyers in France in the areas of capital markets and private equity.

A native New Yorker, Mr. Fernandez commenced his career as an associate in Willkie’s New York office. He is fluent in English, French and Spanish.

Mergers and Acquisitions/Private Equity

Mr. Fernandez has extensive experience in negotiating acquisitions and dispositions (notably in cross-border transactions) in a broad range of industries and regularly represents equity sponsors, notably in competitive auctions, portfolio company build-up transactions and dispositions.

Representative experience includes:

• advising Arkema on the planned spinoff and divestment of its vinyl products businesses to Switzerland-based Klesch Group;
  
  
• advising privately-held b-process and its management and financial investors (including BRED Banques Populaires and funds advised by venture capital firms Ventech and I-Source Gestion) on the sale of the French electronic invoicing service provider to U.S.-based Ariba, a Nasdaq-listed provider of cloud-based collaborative business commerce solutions;
  
  
• advising Ipsos and its reference shareholder, LT Participations, on all debt financing aspects of its €595 million acquisition of the market research unit (Synovate) of Aegis group plc;
  
  
• advising European private equity firm IK Investment Partners on its acquisition of the French food-ingredient manufacturer Savena from Azulis Capital and Céréa Capital, and on IK Investment and Savena’s subsequent acquisition of Belgian food ingredients maker Sfinc from AXA Private Equity;
  
  
• advising Apax Partners on its acquisition of a majority stake in Amplitude, the French developer of orthopedic implants for hips and knees, from private equity firms Weinberg Capital Partners and Initiative & Finance;
  
  
• advising PAI partners in its acquisition of a majority interest in French clinical pathology business Cerba European Lab (CEL) from IK Investment Partners;
  
  
• advising Oaktree Capital Management in the Oaktree-led financial restructuring of and investment in SGD Group, the world’s leading manufacturer of high-end glass containers for the perfume and pharmaceutical industries;
  
  
• advising Macquarie Capital Group on its acquisition, together with minority investor Jarden Corporation, of the Rossignol winter sports business line from Quiksilver, Inc.;
  
  
• advising Arkema in its acquisition of the Coatings Resins (Cray Valley and Cook Composite Polymers) and Photocure Resins (Sartomer) businesses of Total SA;
  
  
• advising Teva Pharmaceutical Industries Ltd., the world's largest generic drug maker, in its acquisition of Théramex and related companies from Merck Serono;
  
  
• advising ISS Facility Services in the transfer of its waste management operations to Paprec Group;
  
  
• advising worldwide leader in breeding and selling agronomic seeds Limagrain in the formation of a strategic alliance with French sovereign fund Fonds Stratégique d’Investissement, resulting in FSI’s investment in Groupe Limagrain Holding (GLH), and in Limagrain subsidiary Vilmorin & Cie’s subsequent strategic alliance with Arcadia Biosciences;
  
  
• advising Stiefel Laboratories, Inc., the world's largest independent pharmaceutical company specializing in dermatology, in its acquisition of ABR Invent and ABR Development, developers of the dermal filler Atlean(R);
  
  
• advising Swedish specialty chemicals company (and PAI partners portfolio company) Perstorp AB in its acquisition of the isocyanates businesses of French specialty chemicals group Rhodia SA and Lyondell Chimie TDI SCA;
  
  
• advising Sintex Industries Ltd, a Bombay stock exchange listed leading plastics and textiles conglomerate, in its acquisition of French plastics manufacturer, Nief Plastics;
  
  
• advising Groupe Limagrain, a worldwide leader in the agronomic seed industry, in connection with its acquisition of the European Non-Sugar Beet and U.S. Sunflower & Grasses Business of the Advanta group; and
  
  
• advising Groupe Limagrain in a complex global transaction with Danish seed grower DLF Trifolium A/S involving the sale of Limagrain’s forage and amenity grasses businesses, the acquisition by Limagrain of DLF’s Innoseeds (formerly Cebeco) cereal businesses in several European jurisdictions.

In the area of corporate finance, Mr. Fernandez has represented issuers (from various European jurisdictions and representing a broad range of industries) in cross-border debt private placements aggregating more than $10 billion, including some of the most significant transactions originated in Europe in the past decade. Mr. Fernandez is regularly involved in novel or complex private placement financings, including proprietary index linked financings and the first "shelf" senior note facility program successfully completed outside the United States.

Mr. Fernandez has represented both issuers and investors in pre-bankruptcy debt restructurings and advised institutional investors on contemplated acquisitions of unsecured distressed indebtedness.

Mr. Fernandez also advises selling shareholders in both initial public offerings (notably on the Eurolist of Euronext Paris) and accelerated book-building or similar transactions.

Mr. Fernandez is a fellow of the American College of Investment Counsel and served as a member of the association's Transaction Process Management Committee (2006-2009).