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Deal watch: Westfield GC exits for something ‘very different’ as takeover completes while DLA lands Poundworld administration role

Retail’s high street struggles are keeping advisers in the sector busy, as multiple firms took roles on the £18.5bn takeover of Westfield Corporation and DLA Piper took the lead on the administration of discount retailer Poundworld.

A host of firms across the globe advised as French property company, Unibail-Rodamco, completed its acquisition of shopping centre operator Westfield last week, in a deal first announced late last year. The combined $72bn entity owns and operates 102 shopping centres in 13 countries, the majority of which are in Europe and the US.

For Unibail-Rodamco, a group of firms including Darrois Villey Malliot Brochier, Allens, NautaDutilh, Shearman & Sterling, Clifford Chance and Capstan Avocats advised on the transaction. UK Magic Circle firm Allen & Overy (A&O) provided tax advice, led by London tax partner James Burton, alongside Dutch heavyweight Loyens & Loeff and French firm Lacourte Raquin Tatar.

Australia-headquartered Westfield was represented by King & Wood Mallesons (KWM), Skadden Arps, Slate Meagher & Flom, Greenberg Traurig and Debevoise & Plimpton. Sydney-based M&A partner Jason Watts led for KWM while London M&A partner Michael Goldberg headed Greenberg Traurig’s team. Herbert Smith Freehills (HSF) and Greenwoods provided Australian tax advice.

The acquisition, completed 7 June, led to the departure of longstanding Westfield UK and Europe GC Leon Shelley (pictured), who had joined the company 13 years ago from Skadden. His role will be split in two, with deputy GC Amanda Beattie taking on the role of UK GC, while senior legal counsel Maurizio Redondi becomes head of legal in Italy.

Shelley told Legal Business it was natural for there to be changes with any acquisition, particularly when you are on the side being acquired. Senior Westfield executives Shelley admired had recently departed with the deal, including Australian billionaire and co-founder Frank Lowy, along with Lowy’s sons Steven and Peter. Shelley also points to group president and chief operating officer Michael Gutman, who he previously reported to and who has also since left the company.

‘It’s going to be a different company going forward. For me, it’s an opportunity to go and do something very different.’

Shelley said another from the 14-strong legal team, who he declined to name, was also departing. Shelley has received interest in taking other roles but planned to take the summer off before deciding on his next move.

‘I don’t want to rush this decision, and may even decide to do something outside the law. I want to do something that excites me.’

Elsewhere, the demise of another high street brand has seen DLA take the lead role advising Poundworld after it went into administration on Monday (11 June).

US private equity player TPG Capital acquired Poundworld in 2015 from its founder, Christopher Edwards, for £150m. The chain operates 335 stores from its head office in Normanton, West Yorkshire, with about 8,000 product lines including groceries, toiletries, cleaning and confectionary items mostly priced at £1. But about 5,100 jobs are now at risk after a buyer could not be found for the business, and Deloitte was appointed administrator.

A DLA team led by Leeds-based corporate restructuring partner Richard Obank is advising Poundworld. The retailer’s failure coincides with a string of other high-profile retail insolvencies, including toy superstore Toys R Us and high street electronics chain Maplin in February.

Deloitte administrator Clare Boardman commented: ‘The retail trading environment in the UK remains extremely challenging and Poundworld has been seeking to address this through a restructure of its business. Unfortunately, this has not been possible. We still believe a buyer can be found for the business or at least part of it and we are keeping staff appraised of developments as they happen.’