This case study examines how The Legal Director (TLD) supported Hightekers to successfully acquire a group of companies, strategically expanding their operations across nine Asian jurisdictions. Despite significant legal complexities, TLD’s experience and culture in providing embedded fractional General Counsel ensured an approach which delivered both speed and security, transforming a potential legal minefield into a successful expansion that positioned Hightekers as a truly global player in the employer of record solutions market.
Setting the scene: Hightekers' strategic vision
Hightekers had established itself as a dominant force in employer of record (EOR) solutions, operating in over 100 countries. As an EOR provider, they enable large multinationals to place teams in foreign countries where they don’t have an established presence, eliminating the risks and complexities of direct employment. However, a critical strategic gap remained in their global footprint: Asia.
“We needed to move decisively into Asian markets to fulfil our promise to clients,” explains Louis Sanchez de Lozada, General Counsel for Hightekers. “Many of our multinational clients were expanding their operations across Asia and needed the same level of support they received from us in other regions. If we had gone out and built that network ourselves, it would have taken years to accomplish. This acquisition wasn’t optional—it was strategically essential.”
The perfect strategic fit
After evaluating potential partners, Hightekers identified a group of companies in Asia as the ideal acquisition target. With specialised experience across nine key Asian markets including China, Japan, Singapore, Malaysia, the Philippines, Vietnam, and extending as far as Fiji, the target had built precisely what Hightekers needed: established operational infrastructure in each country.
What made the target particularly attractive was its immediate market access. “The acquisition would give Hightekers instant penetration into the Asian market with these companies already set up in each country,” explains Kiley Tan, one of TLD’s lead lawyers on the project. “All Hightekers would need to do is tell their clients, ‘We now have a presence in Asia. We are in China, Japan, the Philippines, Vietnam, Singapore, Malaysia, Fiji. If you want to put staff there, we can help.'”
The commercial fit was clear, and the timing was right. The owner of the target, based in Hong Kong, had built a business that could be seamlessly integrated into Hightekers’ global vision while maintaining its operational independence in the crucial early stages of the acquisition.
Navigating multi-jursidictional complexity
The strategic logic was compelling, but the legal complexity was daunting. Acquiring a business operating across nine different Asian jurisdictions meant navigating multiple legal frameworks simultaneously, with significant differences between each country.
The complexity manifested in numerous ways:
- Different rules in each country regarding the transfer of shares;
- Varying employment regulations and contract structures;
- Multiple languages in legal documents requiring careful review;
- Different corporate structures that needed verification in each jurisdiction;
- Time zone challenges spanning from the UK to Japan (9 hours ahead);
- Coordination between teams across multiple continents.
TLD's embedded approach: beyond traditional legal advice
Recognising the complexity, Hightekers’ General Counsel Louis Sanchez de Lozada engaged TLD. Rather than traditional lawyers focused solely on transaction documents, TLD’s team worked hand in glove with Hightekers’ in-house legal team that are based in London.
The TLD team consisted of three key members:
- Kiley Tan, a Malaysian-born lawyer who also served as project manager and brought valuable regional insight;
- Trevor Bird, an M&A expert (hailing from South Africa) who was responsible for much of the drafting; and
- Kate Palka, who focused on employment law aspects and consulting agreements.
From October to March, this diverse team worked in close coordination with Hightekers’ equally diverse in-house team, which included their General Counsel (originally from Bolivia) and Mélanie Lim, Fatima Imtiaz, Eva Padiachy and Ines Loussaief – a predominantly French legal team with a diverse heritage.
“They were able to get an understanding of the business,” explains Louis Sanchez de Lozada “They were very sympathetic and empathetic to our business position and to the business pressures. The scope of the job was huge, but the TLD lawyers were unflappable. It felt like they really became part of our team.”
TLD’s approach included:
- Strategic division of due diligence: TLD handled commercial contracts and corporate due diligence while Hightekers’ team managed employment and immigration matters;
- Coordination with local counsel across all nine jurisdictions to secure legal opinions;
- Weekly team meetings with detailed minutes and issue tracking; and
- Using Microsoft Teams to log and track issues systematically.
Critical intervention points
Several moments during the acquisition process demonstrated the value of having embedded senior legal expertise:
Employee transfer challenge in Singapore
During late-stage due diligence, the team discovered an unexpected regulatory barrier affecting an employee transfer in Singapore. “We had a situation where one particular employee was to be transferred,” explains Kate. “We had to slightly amend the process, but the outcome was still the same.” This pragmatic solution prevented what could have been a significant delay.
Structuring the deal value
The acquisition, which was worth eight-figures, required careful structuring. “Trevor was doing drafting gymnastics to get all that drafting in so that it would work for both parties,” notes Louis. The final structure was a careful balancing of the interests of parties while maintaining the commercial momentum.
Cross-jurisdictional communication
The extraordinary geographical breadth of the transaction created unique challenges. The deal involved:
- TLD’s team across England;
- Hightekers’ in-house team in London;
- The principal client in Dubai;
- The seller in Hong Kong;
- The seller’s solicitor in Singapore;
- And other lawyers across Asia.
This required careful coordination across multiple time zones, with Trevor sometimes up at 2:00am handling urgent issues before handover to other team members when they began their workday.
“We were dealing with internal teams and also managing external complexities. Both parties wanted this deal to be done and if that meant that we have to work on a different time zone, we would do just that,” explains Trevor. “The fact that the buyer did not initially have any legal support in these jurisdictions made our role even more critical.”
Ensuring seamless integration
TLD’s involvement didn’t end when the acquisition closed in March. Their fractional GCs continued working on post-completion matters, with Trevor handling ongoing legal requirements to ensure smooth integration.
A key strategic decision was to maintain operational independence for the acquired business in the near term. This approach ensured continuity for clients to drive growth in the critical Asian markets—now fully integrated into Hightekers’ global network.
Transformational results
The acquisition achieved its strategic objectives, filling Hightekers’ critical gap in Asian markets with an immediate operational presence in nine countries.
This expansion enabled Hightekers to immediately offer their multinational clients comprehensive employer of record services across Asia without the years of setup and regulatory approval that would have been required to build this network from scratch.
The deal was structured to motivate continued growth, with incentives for the former owner to expand the business further in the immediate future. This approach ensured both parties remained aligned in their interests while maintaining service continuity for clients.
Most significantly, the acquisition was completed despite extraordinary complexity:
- Nine different jurisdictions with distinct legal requirements;
- Multiple languages and legal systems;
- Team members spread across four continents;
- Time zone differences of up to 9 hours;
- Integration of different technology platforms and work styles.
All of this was accomplished with a lean, diverse legal team operating at a fraction of the cost that would have been charged by a traditional magic circle law firm for such a multi-jurisdictional transaction.
Key lessons: beyond traditional legal support
The Hightekers’ business acquisition demonstrates several critical lessons for companies undertaking complex international acquisitions:
- Reality check: “The first thing is, it’s never as simple as you think it is going to be,” notes Kiley. “Multi-jurisdictional deals require realistic assessment of complexity from the outset. Knowing what you don’t know is critical. By addressing these known unknowns, we were able to map out what was required to enable the deal to succeed.”
- Experience matters: “The second thing is, get lawyers who’ve done it before and have the ability to function in ambiguous situations. Experience in UK transactions can only get you so far. Nothing can be taken for granted”, Kiley goes on to explain. The TLD team’s diverse backgrounds and previous experience with multi-jurisdictional issues proved invaluable.
- Cultural understanding: The diverse composition of both legal teams enhanced their ability to navigate cultural and jurisdictional differences, with deal team members comprising of nationalities or heritage from Bolivia, France, Malaysia, South Africa, UK, China, Pakistan, Austria, and beyond.
- Pragmatism over perfection: “We adopted a lot of pragmatism and common sense to make sure that the parties remained aligned,” explains Trevor. The ability to acknowledge when specialist local advice was needed and the flexibility to adapt plans when necessary, kept the deal moving forward.
- Structured project management: Clear division of responsibilities, regular meetings, and systematic issue tracking proved essential to managing complexity across multiple jurisdictions.
“This expertise available at TLD, the responsiveness, the pragmatism, the flexibility, the cost-effectiveness compared to a magic circle firm, made all the difference,” concludes Louis.
The Hightekers acquisition of the target demonstrates that with the right legal partnership, even the most complex multi-jurisdictional acquisitions can be completed efficiently and effectively. TLD’s experience and culture in providing fractional GCs provided not just legal expertise but true business partnership, supporting Hightekers’ strategic vision while navigating the intricate legal landscape of Asian expansion.
If you’re considering a complex multi-jurisdictional acquisition and need experienced legal partners who can navigate cultural differences, manage time zone challenges, and deliver pragmatic solutions at a fraction of traditional law firm costs, contact us to discuss how our fractional GC expertise can support your strategic expansion.
