City heavyweights Freshfields Bruckhaus Deringer and Slaughter and May have been met by Wall Street rivals Cleary Gottlieb Steen & Hamilton, Davis Polk & Wardwell and Skadden, Arps, Slate, Meagher & Flom on a host of deals marking a bumper week for public M&A.
Cleary consolidated long-standing relationships and bolstered its public M&A ambitions, advising Fidessa group on the proposed £1.4bn takeover offer from fellow financial software company Temenos Group, as well as American Express on its joint venture’s £400m takeover of Hogg Robinson.
Freshfields, with a team led by Adrian Maguire, James Scott and Andrew Murphy, advised the JV – Amex Global Business Travel – which also includes private equity house Certares. Paris-based partner Frank Montag led the team advising on competition law.
Adrian Maguire told Legal Business: ‘It was subject to clearance from the Pensions Regulator, which is quite unusual, but I think we’ll see more proactive intervention from the regulator in order to guard against another Carillion-style event.”
Mcfarlanes advised Hogg Robinson on this transaction as well as a separate £140m disposal of the B2B services company’s software as a services company Fraedom to Visa. DLA Piper advised Visa.
The London-based Cleary team was led by partner Tihir Sarkar – who advised Amex in 2014 on the formation of the JV – and included M&A partner Simon Jay, as well as finance partner David Billington. Partner Mark Nelson in Washington advised on antitrust matters and Paul Shim advised on US corporate matters.
Simon Jay led the team that advised Fidessa, having forged a relationship with the company in 1997 when he advised on its IPO. Nicholas Levy advised on antitrust matters.
The deal was notable not only for its sizeable £1.4bn ticket but also for the fact that the Swiss Stock Exchange buyer Temenos was advised by the City arm of fellow Wall Street firm Davis Polk.
The Davis Polk corporate team included partners Will Pearce and Dan Hirschovits while Nick Benham advised on the debt financing of the transaction. Jonathan Cooklin advised on tax. Credit Suisse provided a senior unsecured bridge loan to finance the offer, which is expected to be effected by a UK scheme of arrangement.
Elsewhere, a Slaughter and May corporate team led by Jonathan Marks advised Standard Life Aberdeen on the £3.24bn sale of its insurance business to UK-listed insurer Phoenix Group Holdings.
Skadden advised the buyer of Standard Life Assurance, with a team including partners Robert Stirling, Danny Tricot, Stephen Sims, and James Anderson.
The deal will end Standard Life Aberdeen’s transition to a capital-light investment business, a process started in 2010 with the sale of Standard Life Bank, continuing with the sale of its Canadian business and the merger last year between Standard Life and Aberdeen Asset Management, all deals on which Slaughters advised.
Other Slaughters partners on the deal were Craig Cleaver and Paul Mudie (corporate), Nick Bonsall (financial regulation), Anna Lyle-Smythe (competition) David Ives (IP and IT), Sandeep Maudgil, Daniel Schaffer (pensions and employment), Gareth Miles (tax), Stephen Powell (financing), Deborah Finkler and Ewan Brown (disputes) Jane Edwarde (real estate). CMS advised Standard Life Aberdeen on due diligence.
A Slaughters team also advised PwC, the official receiver and special manager of Carillion, on the transfer of strategically important contracts to Amey Rail following Carillion’s collapse.
Eversheds Sutherland advised longstanding client Network Rail on the deal, which includes transferring contracts including the Midland Mainline Upgrade and North West Electrification Programme.
The Eversheds Sutherland team was led by construction partner Chris Pickens, with assistance from restructuring partner Jamie Leader and construction partner Simon Chamberlain.