IBM in Acquisition of a Controlling Shareholding in Associated Dexia Technology Services

Cleary Gottlieb represented long-standing client IBM in its acquisition of a controlling shareholding in Associated Dexia Technology Services (DTS) S.A., a subsidiary of the ex-Dexia group and captive provider of IT services to various banks and financial institutions previously belonging to the Dexia group in Belgium and Luxembourg. The acquisition was a condition for IBM to obtain a $1.3 billion outsourcing arrangement whereby IBM will, through DTS (renamed Innovative Solutions for Finance (ISFF)), provide IT infrastructure services to eleven financial institutions in Europe, including Dexia, Belfius Bank, Belfius Insurance, Banque Internationale à Luxembourg, Dexia Asset Management Luxembourg, Dexia Credit Local and RBC Investor Services Bank. Certain customers have retained minority stakes in ISFF and a shareholders’ agreement was also entered into as part of the transaction.