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A £47bn deal: Slaughters and Freshfields win key roles on Shell’s acquisition of BG Group

Slaughter and May and Freshfields Bruckhaus Deringer have both won key roles advising on Royal Dutch Shell’s £47bn acquisition of BG Group – likely to be one of the biggest M&A deals this year.

Slaughters provided legal counsel to Shell, supported by Cravath, Swaine & Moore on US law and best friend firm De Brauw Blackstone Westbroek on Dutch aspects of the deal. Freshfields won the mandate for BG, with Goldman Sachs and banking boutique Robey Warshaw advising on the financial aspects of the deal.

Shell is fielding a large team of in-house lawyers for the deal, which values BG at £47bn, led by legal director Donny Ching and including company secretary Michiel Brandjes.

The Slaughters’ team advising on the oil major’s merger is being led by corporate partners Roland Turnhill, Hywel Davies and Rebecca Cousin, and includes tax partner Steve Edge, financing partner Matthew Tobin and competition partners Bertrand Louveaux and Jordan Ellison. Pensions and employment partners Jonathan Fenn and Roland Doughty are also acting.

The De Brauw team is led by partner Paul Sleurink and the Cravath, Swaine & Moore team is led by partners William Rogers and Richard Hall.

In a big win for the firm, corporate partner Graham Watson and M&A partner Mark Rawlinson are leading for Freshfields on the BG side, supported by senior corporate associate Richard Jones. BG conducted a panel review at the end of 2013 which saw Freshfields retain its spot alongside CMS Cameron McKenna, while Clifford Chance beat Herbert Smith Freehills and Allen & Overy to the last position.

The deal will require approvals from regulators in the EU, China, Brazil and Australia as well as both companies’ shareholders before it can be completed, currently targeted for early 2016. If finalised it would see BG shareholders recieve 383 pence in cash and 0.4454 Shell shares for each share of BG they hold.

Commenting on the deal, which could produce a company worth more than £200bn, Ben van Beurden, chief executive of Shell said: ‘At the start of 2014, Shell embarked on an improvement programme, including divestments and the restructuring of underperforming businesses, whilst at the same time delivering profitable new projects for shareholders. This programme is delivering, at the bottom line.’

He added: ‘BG will accelerate Shell’s financial growth strategy, particularly in deep water and liquefied natural gas: two of Shell’s growth priorities and areas where the company is already one of the industry leaders. Furthermore, the addition of BG’s competitive natural gas positions makes strategic sense, ahead of the long-term growth in demand we see for this cleaner-burning fuel.’

For more coverage of Shell’s and BG’s legal teams see the energy section of the GC Powerlist.