Corporate migrations to Ireland and de-SPAC M&A

Ireland is long-established as a parent company jurisdiction for international public companies, particularly parent companies listed on NASDAQ/NYSE. 

Many companies choose to establish in Ireland from an early stage and subsequently launch their IPOs from here. Others migrate their parent public company to Ireland from another jurisdiction at a later stage. Corporate migrations to Ireland have occurred for many years and this trend is continuing in the context of de-SPAC M&A. 

Many US listed SPACs who acquire European operating companies are choosing to interpose an Irish parent company at the top of their enlarged group. The jurisdiction of the operating company is sometimes sub-optimum for a variety of reasons and Ireland provides an attractive alternative for a parent company. The key features of a de-SPAC deal, including PIPE investments and warrants, are straightforward to implement using an Irish company. Ireland is particularly suitable where the enlarged group has a US investor base given the similarity of the legal systems and its familiarity to US investors. 

We have consistently led the way on many corporate migrations to Ireland over the last decade. Our lawyers have advised a large number of US listed parent public companies and we have extensive experience of the steps involved, including in the context of de-SPAC M&A.

Experience

  • Nabriva Therapeutics

    on its migration from Austria and NASDAQ IPO.

  • Osmotica Pharmaceuticals plc

    on its migration from Luxembourg and NASDAQ IPO.

  • Shareholders of ADS-TEC Energy

    in its merger with European Sustainable Growth Acquisition. Corp (SPAC) and related migration to Ireland

  • Johnson Controls Inc.

    on its $20bn merger with Tyco plc and related migration to Ireland.

  • Endo International Inc.

    on its $1.6bn acquisition of Paladin Labs and related migration to Ireland.

  • Medtronic, Inc.

    on its $49bn acquisition of Covidien plc and related migration to Ireland

View all