Legal Business

Dealwatch: Rich pickings for A&O and Linklaters on €120bn tech listing as Addleshaws wins Battersea redevelopment

Dealwatch: Rich pickings for A&O and Linklaters on €120bn tech listing as Addleshaws wins Battersea redevelopment

The European teams of Allen & Overy (A&O) and Linklaters are set to bring in a total of more than €4m in legal fees after acting on the largest European listing of the year.

Meanwhile in London, Addleshaw Goddard and Norton Rose Fulbright acted on the £600m financing of the latest phase in the redevelopment of Battersea Power Station.

Last week (11 September) South African internet group Naspers floated its internet group and technology investment business Prosus on Euronext Amsterdam, with a secondary listing on the Johannesburg Stock Exchange, giving the company a market capitalisation of €120bn.

A&O’s Amsterdam partner Tim Stevens led the team advising Prosus and Naspers on Dutch and US law and the firm is expected to receive €3.8m in fees according to the listing prospectus.

Linklaters’ Amsterdam partner Alexander Harmse and London partner Mike Bienenfeld acted for the financial advisers, bringing an estimated €925,000 to their firm. Linklaters’ South African alliance firm Webber Wentzel advised on South African law and is expected to receive €3.3m.

The listing, that sees Naspers retain control of about 73% of Prosus, made the company the third largest listed group in Amsterdam behind British-Dutch giants Royal Dutch Shell and Unilever.

In the City, Addleshaw’s real estate partner Luke Harvey led the team advising Battersea Phase 3 Holding Company on the financing of the third phase of the 42-acre development. NRF worked alongside Addleshaw on the deal.

The financing will be used to help create a new pedestrian high street called Electric Boulevard, and a mixed-use development including shops and homes.

Addleshaw also advised on the previous phases of the £9bn development, which is set to be completed in 2021.

Last year the firm advised as Malaysia’s asset manager Permodalan Nasional Berhad and state pension fund The Employees Provident Fund took a £1.6bn stake in the project. Battersea Power Station Development sold the commercial assets of phase two of the project, including a six-acre site hosting the former coal power station on the south bank of the river.

Legal Business

The end of A&O’s marathon O’Melveny merger bid reveals the stark choices facing the Magic Circle

The end of A&O’s marathon O’Melveny merger bid reveals the stark choices facing the Magic Circle

This article sits in the news leader slot of our latest issue, but when considering Allen & Overy (A&O) and its epic courtship of O’Melveny & Myers, the defining factor has been the absence of news. Since it emerged last spring that A&O was in merger talks with the Los Angeles-bred firm, there have been bare scraps of information, alongside alternating whispers the deal was/was not on. Finally the resolution came on 2 September, with the pair announcing the end of the talks with the traditional noises about mutual respect.

The reason for the long delay was as much the scale and ambition of the merger as the inevitable complications of bringing 700 partners on side. The looming spectre of a messy ‘no-deal’ Brexit and fresh falls in sterling further strained a delicate situation, probably tipping it over the edge. Not only were the firms aiming for full financial integration upfront – a move never attempted on the scale of a £2.4bn transatlantic union – the aim was to do an immediate merging of governance, leadership and remuneration. Forget vereins and grace periods kicking tricky issues down the road. That all-in approach raised the stakes and logistic issues enormously. Not least it would have involved substantive reform of A&O’s remuneration structure to make it more compatible with a US firm.

Legal Business

Revolving doors: US & City firms target Simmons & Simmons as Ashurst makes hires

Revolving doors: US & City firms target Simmons & Simmons as Ashurst makes hires

US & City firms saw a steady influx of lateral hires across sectors as Latham & Watkins, Allen & Overy (A&O) and Watson Farley & Williams hired partners from Simmons & Simmons.

US firm Latham hired Simmons’ head of equity capital markets, Chris Horton, as partner in its corporate department. Horton joined Simmons in 2008 and has experience advising on IPOs, secondary offerings and M&A transactions by listed companies, investment banks, and hedge funds.

Co-chair of Lathams’ corporate department Nick Cline commented: ‘Chris has a terrific blend of transactional and regulatory experience that will be of great value to our clients in the UK and globally.’

Global vice-chair of the corporate department David Walker added: ‘Chris’s experience complements and enhances the existing strength of our ECM and corporate practices in London and globally. His arrival will further advance our goal to become the market’s leading firm for complex, cross-border transactions.’

A&O similarly hired from Simmons, bringing in employment partner Vicky Wickremeratne to its London office. Wickremeratne became partner in 2015 and was previously the managing director and senior counsel of Goldman Sachs Asia, based in Hong Kong.

A&O head of London employment Sarah Henchoz told Legal Business: ‘Vicky spent a lot of time in-house before she joined Simmons & Simmons. She’s really good at looking at what the wider objective is rather than looking through a narrow lense and it’s a very unique perspective in many ways.’

Meanwhile, Watson Farley hired capital markets partner Simon Ovenden in London. Ovenden also joins from Simmons, where he was head of the debt capital market group. Ovenden has experience in debt and equity capital markets transactions and advises both underwriters and issuers across capital markets products.

Ovenden told Legal Business: ‘It is a challenging market with intense competition. You have to show clients something that really distinguishes you from the rest of the pack. You can’t be an average player in capital markets.’

‘It wasn’t a difficult sell for me to join. I like the people and I like the vision and the fact that they see capital markets as being part of what they want to offer,’ Ovenden added.

WFW managing partner Chris Lowe told Legal Business: ‘It’s not an easy market to attract high quality talent and I think it’s a testament to the firm and to Simon to have the vision that the platform will be able to deliver on what he does.

Elsewhere, Ashurst hired partner Ruby Hamid to its dispute resolution team in London. Hamid joins from Freshfields Bruckhaus Deringer, where she was counsel, and specialises in white-collar crime, financial regulation, global investigations and risk and compliance.

Head of dispute resolution in EMEA Tom Connor told Legal Business: ‘She brings a white collar crime practice and a deep expertise in corporate and financial crime – bribery and corruption work in particular will be a strong focus for Ruby. Ruby’s hire reflects our continuing focus on international investigations, alongside complex commercial litigation and international arbitration work.’

Mishcon de Reya, meanwhile, appointed Ben Brandon to its white collar crime and investigations team. He joins from barrister’s chambers 3 Raymond Buildings, and specialises in extradition and fraud.

Further afield, Ashurst made another hire from Freshfields in the form of Andrew Craig to its corporate practice in Melbourne, Australia. Craig specialises in digital economy and technology and has experience in advising corporate, private equity firms and financial institutions on technology transactions.

Legal Business

Bad timing – A&O loses M&A duo to Skadden following failed US merger talks

Bad timing – A&O loses M&A duo to Skadden following failed US merger talks

Allen & Overy has lost two well-respected London corporate partners to Skadden, Arps, Slate, Meagher & Flom just days after the magic circle firm confirmed the collapse of its merger talks with US firm O’Melveny & Myers.

Simon Toms and George Knighton have quit A&O, inflicting a considerable hit on its M&A capabilities ten days after it announced it was calling it a day on its attempts to tie up with O’Melveny after more than a year of talks.

Toms counts among his clients 21st Century Fox, which he advised in its bid to acquire European satellite broadcaster Sky, HP and Cerberus Capital Management, while Knighton recently acted on the £1.7bn sale of Virgin Money to CYBG.

The departures to a US outfit carry a particularly high symbolic value at a time when A&O’s leadership has promised to fast-track investment in its US practice as the pressure to strengthen its capabilities Stateside persist.

Meanwhile, this is the biggest coup for Skadden’s European corporate practice since the hire of former Linklaters private equity partner Richard Youle from White & Case in 2017.

A&O and Skadden declined to comment.

Legal Business

A&O’s Mansell to appear before SDT in December as #MeToo fallout promises busy winter

A&O’s Mansell to appear before SDT in December as #MeToo fallout promises busy winter

Allen & Overy (A&O) employment partner Mark Mansell is to face his first Solicitor Disciplinary Tribunal (SDT) hearing on Wednesday 5 December following an investigation into his role drafting a controversial non-disclosure agreement (NDA) for disgraced film producer Harvey Weinstein.

A spokesperson for the SDT confirmed to Legal Business yesterday (9 September) the new date for Mansell’s hearing, which had originally been scheduled for 3 June.

It comes after the Solicitors Regulation Authority (SRA) referred the employment veteran for prosecution on 3 April over the NDA drafted in 1998 when Zelda Perkins (pictured), who worked at Weinstein’s company Miramax, alleged the producer had sexually harassed a colleague.

Mansell instructed A&O partner and general counsel Andrew Clark, while the SRA drafted in Capsticks partner Daniel Purcell. A spokesperson for A&O said the firm was ‘unable to comment on SDT proceedings’.

The SRA announced it was investigating the City firm shortly after Mansell was grilled by a Women and Equalities select committee as part of a probe into the ethics of NDAs in March 2018.

The new date for Mansell’s case management hearing means he will face the SDT three days after Baker McKenzie and its former London head Gary Senior, whose substantive hearings will start on Monday 2 December.

Bakers and Senior had originally been due for a case management hearing on 12 August after the SRA referred them for prosecution over allegations that the latter ‘sought to initiate intimate activity’ with a junior member of staff in 2012 and improperly sought to influence the initial investigation launched into the episode seven years ago.

The case management hearing was later vacated since all parties ‘agreed directions and process’, according to a Bakers spokesperson.

The hearings, which also see Bakers’ former litigation partner Tom Cassels and former HR director Martin Blackburn face prosecution for their roles in leading the initial investigation into Senior’s misconduct, are estimated to last for 15 days.

Bakers, Cassels and Blackburn are accused of allowing Senior to ‘improperly influence’ the investigation launched into the episode and failing to report the matter to the SRA until February last year despite being aware of the facts.

The struggles of BigLaw with sexual misconduct in the wake of the #MeToo movement will also take centre stage at the end of this month, as Freshfields Bruckhaus Deringer partner Ryan Beckwith faces his next SDT hearing on 30 September.

Beckwith is alleged to have attempted to engage in sexual activity with an intoxicated junior member of staff in an abuse of seniority at an event organised by the firm.

The allegations, published following a case management hearing in the spring, focus on two instances: that Beckwith kissed or attempted to kiss the junior member of staff (the SDT has imposed reporting restrictions on their identity), over whom he was in a position of seniority, and that he initiated and/or engaged in sexual activity with the same person.

The SRA referred the case to the SDT in late June 2018.

For in-depth coverage of the Weinstein NDA and the controversy over the profession’s role in concealing harassment, see last year’s piece ‘Draining the swamp’ (£)

Legal Business

‘Focus and speed’: A&O to fast-track US investment after foiled O’Melveny merger with new hires imminent

‘Focus and speed’: A&O to fast-track US investment after foiled O’Melveny merger with new hires imminent

Andrew Ballheimer, Allen & Overy’s (A&O’s) global managing partner, has promised heavy investment in its US practice in the wake of the City giant’s abandoned tie-up with O’Melveny & Myers, saying new US hires are on the verge of being announced.

Speaking to Legal Business on Friday (6 September), Ballheimer said the market could expect ‘more focus and speed of execution’ in the Magic Circle firm’s US recruitment push as new partners, including US lawyers, have recently been voted in by the partnership.

The news came in just days after A&O and O’Melveny admitted that protracted talks for a transatlantic combination had been abandoned, citing the impact of Brexit-induced currency turmoil.

The proposed deal had been sketched out in detail before falling at the final hurdle, with the merged firm’s name, compensation structure and governance all hammered out before it fell through. In spite of disappointment that the merger, a chance to create an international player with more than 3,000 lawyers and combined revenues of around £2.4bn, Ballheimer pledges that A&O would swiftly adjust to pushing through its US strategy.

‘We now have a better understanding of the US market having been through the potential merger process. You will see much more investment from us in the States than historically,’ said Ballheimer, insisting that, although too small compared with the potential opportunity, A&O’s current US offering remains high-quality.

Senior partner Wim Dejonghe and Ballheimer have put building out a credible US business at the top of their agenda since 2016 when they took up their management roles. Ballheimer confirmed that he and Dejonghe would continue to the end of their terms next year. ‘Wim and I are committed to the firm and plan to continue to the end of our terms. We have received a large number of generous messages of support from the partnership and leaders of other law firms.’

A&O is expected to keep a weather eye for another US merger but is realistically expected to shift focus towards building the practice organically. Said Ballheimer: ‘There are two key criteria we apply when looking at individual or team hires or for a potential merger – top-tier quality and a good cultural fit. Our culture is special and we are proud of it. We are building out globally in our own image. Any opportunities that we look at must meet those two key criteria. O’Melveny would have been a good fit – it is a top-tier practice and the culture is similar. Our mutual priorities are the client first, the team and the individual partner in that order.’

A&O started looking at detailed merger terms 18 months ago with the protracted timeframe attributed to the desire to create a fully-integrated law firm from launch rather than a verein structure where there would have been years of discussion on how to fully combine.

Ballheimer struck a bullish note on A&O’s positioning in the brutally-competitive global market: ‘We are in the same place that we were before the merger talks started – a leading member of the global elite – and a truly global law firm. Our position is strong. We are disappointed that we missed the opportunity to pull away from the other leading firms but our goal and ambition are unchanged.’

Legal Business

The deal is off: A&O and O’Melveny call an end to transatlantic merger talks

The deal is off: A&O and O’Melveny call an end to transatlantic merger talks

Allen & Overy has conceded the ‘compelling synergies’ between it and O’Melveny & Myers were not quite enough to seal a long sought-after tie-up, having today (2 September) said they were calling it a day on merger talks.

The news comes after months of market speculation since a possible merger between the Magic Circle giant and the Los Angeles-bred firm first emerged in spring 2018.

For a potential merger of this kind, the process had been unusually long-winded with few details coming to light along the way, with the need to align A&O’s remuneration to make it more akin to a US structure, as well as culturally assimilating the two firms often cited as profound stumbling blocks to an already complicated deal.

There had also been talk of factions in London between a handful of dissenting influential corporate partners at A&O and management, while disputes partners had been more pro-merger, given the significant strength of O’Melveny’s stateside litigation practice.

The foiled attempt will doubtless have proved a body blow to senior partner Wim Dejonghe and managing partner Andrew Ballheimer, both of whom have had building out a credible US business at the top of their agenda since 2016 when they took up their management roles.

Success would have created an international player with more than 3,000 lawyers and combined revenues of around £2.4bn.

A&O said in a statement: ‘Allen & Overy and O’Melveny & Myers have held discussions about a possible combination and, despite agreeing that there were some compelling synergies between us and that it was sensible to explore a possible deal in some detail, we have mutually decided not to continue these discussions. Both firms have developed a great deal of mutual respect and expect to remain in close contact in the service of our shared clients.’

The firm insisted that building its presence in the US remained the ‘highest priority’. ‘We will significantly increase our immediate focus on lateral individual and team hires, while remaining open to considering opportunities for larger combinations that may arise in the future,’ the statement added.

A spokesperson for O’Melveny concluded: ‘O’Melveny has concluded that the firm’s best course is to continue executing on its strategic plan—which has led to an unmatched culture, deep client partnerships, and record financial performances.’

Legal Business

Revolving doors: KPMG and Orrick hire City partners as Ashurst and A&O focus on Germany

Revolving doors: KPMG and Orrick hire City partners as Ashurst and A&O focus on Germany

Lateral hires in London and Germany were the order of last week, with KPMG  bolstering its City legal services bench, Orrick, Herrington & Sutcliffe hiring a London-based energy and infrastructure partner, while Ashurst and Allen & Overy recruited practice heads in Germany.

Big Four accountancy firm KPMG has hired partners Kate Eades from Greenberg Traurig and Usman Wahid from Bryan Cave Leighton Paisner in a further boon to its legal services capabilities.

Corporate partner Eades’ experience includes advising on mergers and acquisitions, restructurings and joint ventures while Wahid is a commercial and technology partner focusing on IT/technology and outsourcing transactions. He has acted for clients on business critical software, new and disruptive technology as well as infrastructure deals.

UK head of Legal Services at KPMG Nick Roome (pictured) commented: ‘Our clients need the best expertise when they look to KPMG for support with business reorganisations, deals and other complex transactions, which is why we’ve brought in Kate and Usman. Their knowledge and skills will considerably strengthen the depth of our capabilities in this area and further enhance our ability to support KPMG clients with the challenges they face.’

The appointments follow that of Peter Workman in March who joined from PwC and leads the Midlands legal services hub and Angela Savin, who joined the legal service’s tax litigation team as partner from Norton Rose Fulbright in January.

Elsewhere in London, US firm Orrick has hired as a partner former Herbert Smith Freehills energy and infrastructure senior associate Hannah Roscoe.

Roscoe is experienced in global transactional and regulatory matters including project developments, financings and mergers and acquisitions.

Global head of Orrick’s energy and infrastructure group Blake Winburne told Legal Business: ‘Our strategy is to look at the opportunities that present themselves to us in Europe for transactions as well as opportunities that are available from that platform into developing markets around the world. Hannah is going to be an important member for us, particularly on the power regulatory side but also more broadly in the power sector as well as the infrastructure side.’

Macfarlanes is set to lose senior adviser and head of digital and innovation Mike Rebeiro after 18 months. He led an initiative introduced last year to develop the firm’s digital and innovation capability. The firm said Rebeiro will not be replaced, instead a number of partners from across the firm will be moving the initiative forward.

A spokesperson for Macfarlanes said: ‘Mike has led our team to a successful conclusion of our project and we believe we are now uniquely placed to advise our clients in all sectors on the disruptive effects of new technologies. We wish Mike every success in his future endeavours and thank him for the contribution he has made to Macfarlanes.’

Meanwhile in Germany, Ashurst has hired former Shearman & Sterling tax lawyer Anders Kraft to its Frankfurt office as head of tax.

Kraft has experience in national and international tax advice, capital markets transactions, internal corporate restructurings as well as general tax planning and tax disputes. He acts for domestic and international corporate clients, private equity firms, banks and financial services providers.

Managing partner of Ashurst in Germany Tobias Krug commented: ‘Anders is highly experienced in advising on the tax aspects of domestic and international real estate, private equity and corporate transactions and he is a perfectly complement to the European and German tax team.

He added: ‘Ashurst is already ideally positioned in these areas and Anders will make a significant contribution and help us deliver even more for our clients.’

Also in Germany A&O has hired Osborne Clarke data protection expert Ulrich Baumgartner to its Munich office as head of the data protection team in Germany.

Baumgartner focuses on German and European data protection law as well as cloud and IT law. He will work closely with the firm’s IP/tech team.

Senior partner of Allen & Overy in Germany Thomas Ubber commented: ‘Client demand for advice in the field of data and data protection has grown strongly in the wake of various new laws and increased digitalisation and use of technology.

‘With Ulrich, we now have the necessary enhancement at partner level and at the same time further develop our global consulting practice on cloud-based business models.’ Ubber added.

Finally, in Singapore, HFW has added dry shipping expert Christopher Metcalf to its growing shipping practice. Metcalf, who joins from Clyde & Co, has acted for vessel owners, charterers, offshore service contractors, oil majors, mining companies and traders in contentious and non-contentious matters in the shipping, offshore and oil and gas sectors.

In the last five months, HFW has added eight shipping experts globally including shipbroker Chris Jones and an Ince shipping team, which launched the firm’s Monaco office earlier this month.

Legal Business

Allen & Overy loses litigation partner Florent to Baker McKenzie’s City hiring spree

Allen & Overy loses litigation partner Florent to Baker McKenzie’s City hiring spree

Allen & Overy (A&O) has lost its second London partner in as many weeks with the defection of Marc Florent (pictured), head of the Magic Circle firm’s UK insolvency litigation practice, to the expansive City office of Baker McKenzie.

The rare London exit nevertheless follows the news last week (19 August) that A&O’s head of fraud Mona Vaswani was leaving after 26 years to join US rival Milbank, Tweed, Hadley & McCloy.

The moves come as A&O has still yet to make an announcement over a potential transatlantic tie-up with the litigation-heavy O’Melveny & Myers after nearly 18 months of speculation.

Florent had been at A&O for more than 19 years and has been a partner since 2002. Before that he worked at fellow Magic Circle firm Freshfields Bruckhaus Deringer for nearly 10 years.

He is experienced in banking and finance litigation with a particular focus on wholesale and retail banking sectors, asset management, funds and sponsors on cross-border matters.

Steve Abraham, Bakers’ London and EMEA head of dispute resolution, commented: ‘Marc is a great addition to our growing and highly successful dispute resolution team in both banking and finance litigation and broader commercial litigation. Marc is a top tier and highly experienced practitioner whose joining will help us to go from strength to strength.’

Bakers’ financial institutions group global chair Jonathan Peddie said the hire would add significantly to the firm’s contentious offering.

In the last 12 months Bakers has made ten London partner hires, including Prabhu Narasimhan from White & Case (tax), Philip Thomson from Ashurst (corporate/energy, mining & infrastructure), Philip Annett from A&O (financial services), Caitlin McErlane from Sidley Austin (financial services), Peter Lu from White & Case (corporate M&A), Rob Mathews from White & Case (capital markets), David Becker from White & Case (capital markets), Mathew Dening from Sidley Austin (structured capital markets) and Haden Henderson from Ropes & Gray (capital markets).

Former Ropes & Gray partner Tony Horspool also joined the banking and finance team as a consultant specialising in restructuring in August.

Last year A&O lost Daniel Busse, the head of its German dispute resolution team, who left to form his own boutique, as well as intellectual property partner Nicola Dagg, who joined Kirkland & Ellis last October.

Legal Business

Revolving doors: Ince appoints London managing partner duo as City players hire globally

Revolving doors: Ince appoints London managing partner duo as City players hire globally

After an eventful few months following its acquisition by Gordon Dadds, Ince has put down some roots with the appointment of Nick Goldstone and Michael Volikas as joint managing partners of the London office.

The move came after Gordon Dadds last month posted a 69% revenue hike from to £52.6m and a 73% rise in profit to £15.2m on the back of its £43m acquisition of Ince.

Ince’s former head of dispute resolution, Goldstone specialises in media-related disputes, reputation management and human rights. Volikas was previously global managing partner for the Ince & Co shipping group where he acted mainly on dispute resolution matters.

Goldstone told Legal Business: ‘We intend to be one of the go-to firms, not just for law, but for professional advice. We think we offer a fairly unique offering and intend to keep growing our sectors.’

He said he intends to move the firm forward and work through all the opportunities that have been created by last year’s merger. The firm aims to build out its core areas of strength in shipping, energy and insurance as well as its corporate, commercial and property sectors.

Goldstone is confident the current political and economic climate will bring in more work. ‘So far as the Strait of Hormuz is concerned and the trade war that’s potentially building up between the United States, China and the sanction issues with Iran – these create problems and opportunities. We are well-equipped to help our existing client base and new clients deal with these issues.’ Goldstone said.

Adrian Biles, the chief executive of both Ince and Gordon Dadds, will focus on the firm’s international outlook.

Meanwhile in Frankfurt, DLA Piper bolstered its tax practice with the hire of Ulf Andresen from PwC where he headed the Frankfurt transfer pricing group and the German financial services transfer pricing group.

Andresen has experience in structuring and implementing cross-border activities, evaluating tax accounting impact and defending these structures in audits. The move is part of DLA’s plan to expand its capabilities in transfer pricing, an area of law which is becoming increasingly important due to changes in the international tax landscape.

Co-managing partner Konrad Rohde told Legal Business: ‘We have a transfer pricing practice already in the UK and China. We’re very strong in terms of transfer pricing in the US and we also have capabilities in Italy. We have a lot of clients that do international reorganisations and transfer pricing is a huge driver for that. We also see a lot of opportunities to interface with other areas we practice in, in particular intellectual property, corporate and also white collar crime.’

‘We think that it will help us grow the practice but also give us an edge in comparison to other firms. If you look at law firms in Germany, very few typically cover transfer pricing. This will really give us a good footprint in the German legal market’ Rohde added.

Elsewhere, in Hong Kong, Allen & Overy appointed restructuring lawyer Ian Chapman to the partnership and its Asia Pa00cific restructuring and recovery group. Chapman has over 30 years of experience advising publicly-owned and private companies on complex and high profile restructurings and insolvencies in Asia.

Meanwhile, Burness Paull, has enhanced its tech sector capabilities with the hire of IP, commercial and competition partner Colin Miller from DWF.  He has acted for clients including C-Trip/Skyscanner, Expedia Group, Zoopla, uSwitch and Administrate, as well as the Oil & Gas Technology Centre.

Finally in China, Linklaters’ Shanghai free trade zone joint operation partner Zhao Sheng has hired Vivian Cao to its Beijing competition practice and corporate M&A lawyer Colette Pan to it Shanghai office. Cao has international and domestic competition law experience while Pan specialises in China-facing financial institution, tech and fintech M&A and financial regulation. Both partners join from Fangda Partners and are PRC and New York State qualified.