Legal Business

Five stand as CC kicks off senior partner race but early favourite Sandelson not in contention

Leadership at Clifford Chance (CC) has over the last 20 years swung wildly between prestige and poisoned chalice but the just-launched race to become the London giant’s new senior partner shows no shortage of candidates.

Former London head David Bickerton (pictured) and ex-Europe chief Yves Wehrli launched their bids to become CC’s next senior partner, Legal Business has learnt. Other prominent figures in the race to replace Malcolm Sweeting after eight years include insurance head Katherine Coates, former capital markets chief David Dunnigan and continental Europe litigation chief Jeroen Ouwehand.

The five candidates presented their pitches to the partnership in recent days and the vote will take place by the end of October. Sweeting’s second term expires at the end of the year.

Despite being widely tipped as a popular candidate, former litigation head Jeremy Sandelson is not on the ballot.

This leaves well-liked finance partner Bickerton, who stepped down as London head in 2017 after eight years, as a strong candidate. Nevertheless, with five experienced candidates, it remains an open race.

The role has traditionally been in the hands of influential finance lawyers, befitting CC’s heritage as one of Europe’s elite debt counsel. Both Sweeting and his predecessor Stuart Popham led the London banking practice before taking over as senior partner (previous senior partners Keith Clark and Michael Bray were also banking lawyers).

The other two London-based candidates have held global management roles for years, with Dunnigan leading the 557-partner firm’s capital markets practice for 12 years until 2014. The election of Coates, who heads both the London financial institution group and the global insurance sector team, would send a strong message from a firm which has long been seeking to improve gender balance. Despite a target for women to make up 30% of the partnership set back in 2009, CC counted 18.2% female partners in 2017.

The election sees Paris managing partner Wehrli on the ballot again after he lost to Matthew Layton in the race to managing partner in 2014. According to one former CC partner, Wehrli’s candidacy to senior partner has been floated for years. After he lost to Layton, many said the Frenchman would be better suited for an ambassadorial rather than an executive role. He led CC’s continental European practice for four years before stepping down in April, replaced by Charles Adams.

Some partners have in recent months pointed to the fact that a non-London based senior partner would help build the image of CC as a global outfit, giving some support to Wehrli and Amsterdam managing partner Ouwehand.

Not sitting on the management committee, the senior partner role was traditionally considered to carry less weight than practice heads but the sprawling nature of CC’s management has often meant strong figures in the role like Popham could wield considerable clout.

As such, Sweeting is said to have played a key role in supporting Layton’s objectives, such as changes to the firm’s remuneration structure. A former partner said: ‘When there is a big change, it is really the senior partner going around with the partnership council, talking to everyone, making sure their voices are heard, ensuring check and balance.’

The senior partner race comes at an interesting moment for CC’s development in a global legal industry increasingly defined by US law firms. Despite the Magic Circle in general having a subdued period of trading since the banking crisis a decade ago, CC under the leadership of Layton is acknowledged to have had some success in boosting productivity and paring back its notoriously flabby management ranks.

To have a hope of securing its global ambitions, the new senior partner will have to help galvanise an institution that has struggled to sustain the dash and clarity of its 1990s incarnation. Quite a challenge. Quite a prize.

marco.cillario@legalbusiness.co.uk

Legal Business

Deal watch: Rich pickings for Links as insurance and education sectors mark busy autumn for City elite

It has been a busy few weeks for Linklaters’ transactional team as the firm scooped spots on two multibillion pound deals, in the insurance and education sectors respectively.

Corporate partners James Inglis and Nick Rumsby joined Magic Circle rivals Clifford Chance (CC) and Slaughter and May as US insurance broker Marsh & McLennan agreed to acquire the entirety of UK listed rival Jardine Lloyd Thompson (JLT) for £4.9bn.

Slaughters’ senior partner Steve Cooke, corporate partner Richard Smith and finance expert Ed Fife led the team advising Marsh & McLennan in a transaction that Smith described as ‘a vote of strong support for the UK’.

Linklaters advised Jardine Matheson, the 40% shareholder of JLT, which is backing the transaction alongside JLT’s board. The public shareholders will meet to approve the transaction next month.

CC’s corporate partners Tim Lewis and Katherine Moir advised JLT.

‘What Marsh & McLennan and JLT have shown is that it is possible to create a very successful business in this market,’ Smith told Legal Business. ‘These companies have been the best performers among the competition: that’s why bringing them together makes sense.’

Long-standing friend firm from across the pond, Wachtell, Lipton, Rosen & Katz, worked alongside Slaughters advising on the US side of the deal, led by Dan Neff and Greg Ostling. Davis Polk & Wardwell advised on the financing.

Meanwhile, Linklaters’ sponsor partners Alex Woodward and David Martin acted alongside Clyde & Co on investment firm Jacobs Holding’s £2bn acquisition of private education group Cognita.

‘This is a landmark transaction for the education sector, which demonstrates the increasing prominence of global school groups and their attractiveness to investors,’ said Clydes’ co-head of education Ross Barfoot, who led the team alongside fellow corporate partner Simon Gamblin. A team of 60 lawyers worked on the transaction across Clydes’ London, UAE, Madrid, Sao Paolo, Hong Kong and Singapore offices.

Linklaters’ leveraged finance partners Ed Aldred and Dan Gendron led on the debt financing side and tax partner Mavnick Nerwal also supported on the deal.

Established in 2004, Cognita operates more than 70 schools across eight countries in Europe, Asia and Latin America, employs 7,000 teachers and support staff and educates more than 40,000 children.

marco.cillario@legalease.co.uk

Legal Business

Deal watch: City high-flyers land jumbo £4.4bn BA pension deal as Blackstone’s buying spree continues

City heavyweights Allen & Overy (A&O), Clifford Chance (CC) and Eversheds Sutherland have landed key roles on Legal & General’s £4.4bn buy-in of the British Airways pension scheme as advisers cash in on a brace of Blackstone deals.

UK insurer Legal & General is taking on £4.4bn of historic pension liabilities relating to the Airways Pension Scheme (APS) in a bulk annuity designed to reduce risk in the scheme.

A&O and Eversheds are advising the trustees, with A&O’s team led by insurance partner Philip Jarvis and counsel Kate McInerney. For their part, Anthea Whitton and Francois Barker are heading the Eversheds team.

The CC team advising Legal & General is being led by corporate partner Katherine Coates and pensions partner Sarah McAleer.

The deal also covers existing longevity reinsurance contracts of roughly £1.7bn entered into by APS via a captive insurer with Canada Life Reinsurance and PartnerRe, which were incorporated into the buy-in arrangement. Closing of the deal will mean that APS is now 90% hedged against all longevity risk.

‘This deal is very significant in the market and part of a trend of which there are push and pull factors,’ one City partner told Legal Business. ‘On the push side, there are trustees out there looking to de-risk and on the pull, market conditions are making deals like this economically viable transactions.’

APS was established in 1948 and it was closed to new members from 31 March 1984. The scheme had 24,196 members, of whom 1.4% were active members, 3.6% deferred members and 95% pensioners.  At the end of March 2018, APS had assets totalling £7.6bn.

Elsewhere, the blistering private equity market saw A&O win the mandate to advise private equity giant Blackstone on its €1bn acquisition of a majority stake in Baltic bank Luminor. The deal involves funds managed by Blackstone and other institutional investors acquiring a 60% stake in the bank, with Nordic banks Nordea and DNB each retaining a 20% stake.

A&O’s private equity partner Karan Dinamani led on the deal – the Magic Circle firm’s inaugural deal for Blackstone on the buyout side – which builds on a long-standing relationship acting for Blackstone’s lenders on real estate transactions.

Commenting on the frothy PE market, Dinamani told Legal Business: ‘A lot of private equity players are looking to acquire right now and the London market is roaring. The fact that a private equity player is acquiring a majority in an European Central Bank regulated bank makes the deal interesting and complex.’

With €15bn of assets, Luminor was created in 2017 through a combination of Nordea and DNB’s operations in the Baltics.

Meanwhile, a £1.5bn deal that saw Blackstone Property Partners and Telereal Trillium acquire Network Rail’s commercial business estate sealed roles for Kirkland & Ellis, CC, Eversheds and Gowling WLG.

CC and Eversheds acted as legal advisors to Network Rail, with CC’s team comprising partners Franc Peña, Angela Kearns and Adrian Levy and Nick Bartlett leading for Eversheds.

Kirkland and Gowling advised buyers Telereal and Blackstone, with the Kirkland team led by corporate partner Michael Steele and including corporate partner Carlos Gil Rivas. Mike Twinning led the Gowling team.

The portfolio includes 5,200 properties, the majority of which are converted railway arches.

The sites are being sold on a leasehold basis, with Network Rail retaining access rights for the future operation of the railway. The proceeds are being put towards the UK railway upgrade plan.

nathalie.tidman@legalease.co.uk

Legal Business

LB100 case study: Clifford Chance

The only firm among London’s big four to have retained its position in the Legal Business 100 table, Clifford Chance (CC) is the second-largest UK-bred shop after DLA Piper, having added £83m to its top line to hit £1.623bn.

But if the 5% uptick in revenue is broadly comparable to Linklaters, Allen & Overy and Freshfields Bruckhaus Deringer, it is the 16% surge in profit per equity partner (PEP) to £1.6m where CC has edged ahead of its rivals.

Legal Business

Deal watch: Slaughters leads on Wonga collapse and joins Skadden, Ashurst and CC on £3.9bn Costa deal

Slaughter and May has landed key roles on the high-profile collapse of payday lender Wonga and Coca-Cola’s £3.9bn acquisition of national coffee house Costa, joined by Skadden, Arps, Slate, Meagher & FlomClifford Chance (CC) and Ashurst.

The demise of Wonga, the UK’s largest payday lender, was confirmed yesterday (30 August) amidst a flood of compensation claims as the government cranks up the pressure on companies offering high-cost, short-term loans.

Wonga’s overseas businesses will continue to trade, while the Financial Conduct Authority (FCA) supervises Wonga in seeking fair treatment of customers. The UK business is not accepting any new loan applications.

Slaughters is advising the company with a team consisting of head of corporate, Andy Ryde, and restructuring and insolvency partners Ian Johnson and Tom Vickers. The Magic Circle firm is also expected to advise the administrators, Grant Thornton.

‘It’s still the very early stages,’ Johnson told Legal Business. ‘I think in this case it’s business-specific issues: they had a number of legacy issues which have led us to where we are now.’

Elsewhere, Slaughters also had a key role in Coca-Cola’s acquisition of the largest coffee company in the UK, Costa. Upon completion, Coca-Cola will acquire nearly 4,000 Costa outlets across the country as it expands its coffee portfolio, which already includes the Georgia brand in Japan among others globally.

Slaughters advised Costa’s owner Whitbread, a long-standing client of the firm. Its team includes corporate partners Martin Hattrell and Simon Nicholls, IP partner Duncan Blaikie, tax partner Mike Lane, real estate partner Jane Edwarde, pensions and employment partners Jonathan Fenn and Phil Linnard, competition partner Anna Lyle-Smythe and finance partner Matthew Tobin.

CC partners Robert Crothers and Gareth Camp advised Coca-Cola on the corporate elements of the deal. Skadden, meanwhile, fielded a team led by London-based tax partner Alex Jupp, with assistance from New York partners David Rievman and Chase Wink, in advising Coca-Cola on the tax aspects of the deal.

Coca-Cola president and chief executive James Quincey commented: ‘Hot beverages is one of the few segments of the total beverage landscape where Coca-Cola does not have a global brand. Costa gives us access to this market with a strong coffee platform.’

thomas.alan@legalbusiness.co.uk

Legal Business

Revolving Doors: Jones Day makes it a brace in the City as Clifford Chance loses partner in-house

Away from the headline laterals last week, Jones Day was the only firm to make moves in London after securing a double hire to bolster its finance offering, while Clifford Chance (CC) lost a London partner to in-house in Hong Kong and Hausfeld strengthened in Berlin.

Jones Day has set about reinvigorating its City offering after an exodus earlier this year, announcing the hires of Lee Federman and Ewen Scott who join the firm’s banking, finance and securities practice. Federman joins from Dentons, where he served as a finance partner having originally joined the firm in 2015 and brings with him experience in cross-border syndicated financing transactions, with particular focus on leveraged finance and corporate lending.

Scott meanwhile joins from Ashurst, where he was partner in the firm’s global loans group, having acted for numerous lenders, borrowers and sponsors on a range of cross-border and bilateral financings. The hires go some way to replenishing  losses Jones Day suffered earlier this year after private equity partner Michael Weir decamped to White & Case, while Alex Millar and John Ahern also left for Travers Smith and Katten Muchin Rosenman respectively.

Commenting on the hires Giles Elliott, co-leader of Jones Day’s finance practice, said: ‘Adding Lee and Ewen to our global team sends a very strong message that Jones Day remains committed to providing our clients access to experienced, effective talent in Europe.’

CC has lost partner Alex Erasmus to the in-house legal community, with the corporate partner joining blockchain software company Block.one as chief legal officer. Erasmus will now be based in Hong Kong where he will serve on the company’s executive committee, while reporting to group president Rob Jesudason, who lauded the hire:

‘The regulatory landscape around blockchain technology continues to evolve positively, as a leader in the field, Block.one wants to remain at the forefront of these developments. Alex has extensive experience in advising regulated companies on corporate, capital and compliance matters.’

Meanwhile in Europe, litigation specialist Hausfeld announced the hire of Wolf von Bernuth to its Berlin office. Having previously spent 20 years at Gleiss Lutz, 15 of which were as partner, in 2017 von Bernuth also went on to found his own litigation boutique in Berlin. Now he brings experience representing institutional investors to Hausfeld as the firm enhances its financial litigation practice.

‘We are delighted to welcome Wolf von Bernuth, a renowned, experienced litigator and one of Germany’s leading experts in the field of investor lawsuits,’ said firm chairman Michael Hausfeld. ‘Since our opening in Berlin at the beginning of 2016 and then expansion to Düsseldorf, our German operations have experienced vigorous growth, with our team growing from three to almost 20 professionals.’

thomas.alan@legalbusiness.co.uk

 

Legal Business

Double whammy for Magic Circle infra as Latham hires CC’s Moylan and A&O’s Andersen

Latham & Watkins has secured the services of two of the highest profile names in the City’s infrastructure private equity space in a double hire at the expense of Clifford Chance (CC) and Allen & Overy (A&O).

CC’s private equity offering took a knock amid one of the firm’s most senior departures in years as infrastructure head Brendan Moylan quit for Latham & Watkins.

Meanwhile, A&O’s saw the departure of senior finance hand Conrad Andersen, another infrastructure veteran.

‘They are the two leading infrastructure lawyers in London if not in Europe,’ Latham’s corporate vice-chair David Walker told Legal Business. ‘Conrad on the financing and Brendan on the M&A side. Overnight we have the pre-eminent infrastructure PE team.’

With sector specialisation touted as one of the key differentiators of CC’s sponsor capabilities, Moylan led on a number of big mandates during his 19 years with the firm.

His is the highest profile PE move from the Magic Circle firm to Latham since the US giant recruited practice co-head Oliver Felsenstein in 2015 and means Moylan will also be re-united with his former colleagues David Walker, Tom Evans and Kem Ihenacho, who quit CC between 2013 and 2014.

Moylan’s name emerged as one of CC’s key sponsor practitioners in Legal Businessrecent analysis of the firm’s PE practice and his colleagues described his work as ‘phenomenal’.

This year he led the team advising private equity house 3i Group in the €1.7bn sale of its stake in Scandlines and Global Infrastructure Partners (GIP) on the acquisition of Singapore’s Equis Energy for $5bn.

GIP is also a big client of Latham’s, no doubt one of the reasons that made Moylan attractive to the US firm, which has been on the hunt for top names in the European infra world for a while.

The $3bn firm has been expanding outside its transactional heartland in the City over the last few months, with hires including Linklaters’ London partner and former Asia head of financial regulation Carl Fernandes in May and, the same month, tapped CC’s German practice hiring Thomas Weitkamp in Munich.

Two weeks ago, Latham also bolstered its restructuring team, hiring deal star Yen Sum and her colleague Jennifer Brennan from US rival Sidley Austin.

marco.cillario@legalbusiness.co.uk

Legal Business

The City’s big four report steady growth in a boom deal year as CC leads Magic Circle

After last year’s double-digit revenue growth for three of the big four Magic Circle firms, 2017/18 financials for the same group have failed to make as much of a splash this time around.

But while failing to match last year’s 11% uptick in revenue and profit per equity partner, Clifford Chance (CC) nevertheless leads the pack this year, in more ways than one.

Legal Business

Life during law: Amy Mahon

My dad is a Marxist. Imagine how he felt when I became a City solicitor and married a banker. He might have brought that up in his wedding speech!

I decided to study law when I was 11 or 12. I thought it would be nice to be a lawyer. I envisaged courtroom law. My family couldn’t believe I didn’t do a PhD or become a barrister.

Legal Business

CC wins out as Google’s record fine in landmark antitrust case heralds new era

In a case that has put antitrust law on the front pages, the European Commission (EC) has fined Google a record €4.34bn for breaching competition rules after Clifford Chance (CC)’s client FairSearch triggered a long-running investigation.

Cleary Gottlieb Steen & Hamilton and Allen & Overy (A&O) were on the losing side as the EC found Google had illegally required manufacturers of smartphones running its Android operating system to pre-install its internet browsing and search engine apps.

Comparisons have been drawn with the Microsoft-Internet Explorer case a decade ago, which spelled the end of the tie-up between the Windows operating system and its web browser after the European Commission said it harmed competition.

Microsoft decided not to challenge the Commission’s decision and offered users the chance to switch to a competing web browser in what was ‘the beginning of a new Microsoft’, according to CC’s antitrust partner Dieter Paemen, part of the team acting for FairSearch alongside the firm’s chair of antitrust, Thomas Vinje. ‘We’ll have to see whether the same will be true for Google.’

EU competition commissioner Margrethe Vestager said yesterday (18 July) Google paid Android phone manufacturers to pre-install the Google Search app on their devices and made this a condition of licensing its Google Play app store, the main gateway to third party apps on Android. It had also prevented manufacturers wishing to pre-install Google apps from selling even a single smartphone running on open source versions of Android.

‘These practices have denied rivals the chance to innovate and compete on the merits,’ said Vestager. ‘They have denied European consumers the benefits of effective competition in the important mobile sphere. This is illegal under EU antitrust rules.’

The decision brings to an end a case that started more than five years ago. In March 2013 company consortium FairSearch complained to the Commission that Google used its Android mobile operating system, which is currently run on around 80% of all smartphones, to spread its online advertising monopoly to phones. Four other complaints were filed in the following years, by independent App store Aptoide, software developer Disconnect, Russian AI company Yandex and pressure group Open Internet Project.

FairSearch turned to CC’s antitrust veteran Vinje, who also advised the group in a case that brought another multibillion-euro fine against Google, as the EC ruled in June last year that the company had illegally promoted its own comparison shopping service above others in its search engine results.

The Commission launched its investigation into the Android case in 2015, while Google instructed Cleary’s Nicholas Levy and Thomas Graf as well as A&O’s Juergen Schindler.

The decision and record fine is now likely to add to claims that the EU is targeting US companies amid colder relations triggered by president Donald Trump’s stance on trade. However, antitrust experts reject the allegations: ‘The type of abuse the Commission is talking about here is very well established,’ said Bird & Bird’s co-head of competition and EU law Peter Willis. ‘Any company that uses its dominant position in one market to dominate in any other is at risk.’

Willis welcomed the fact that the case ‘raises the profile of competition enforcement in general’: ‘Even if you treat the Google case as quite specific, these things do get noticed in boardrooms. One of the consequences of the cases over the last few years is that we find that executives have a little bit more understanding and knowledge of competition law than was the case ten years ago.’

Making up less than 5% of Google’s  $110bn annual revenue, yesterday’s record fine is unlikely to amount to much more than the proverbial drop in the ocean. What is more significant in the eyes of antitrust experts is the fact that Google has three months to stop its anti-competitive practices or face a penalty of up to 5% of the average daily turnover of its parent company Alphabet.

Google has already announced it will appeal the decision just like it did with last year’s fine, but it will have to apply separately to suspend the application of the sentence while the appeal is heard. If the application is rejected, the firm will have to start doing things differently.

CC’s Paemen played down the impact of the changes for Google’s business model: ‘There are contractual restrictions they will need to remove,’ he said. ‘But otherwise there is nothing that changes.’ However he added: ‘The bigger issue is whether this will lead to a wider change of the behaviour of Google like Microsoft did.’

Miles Trower, competition partner at TLT, commented: ‘We appreciate the consistency of user experience when using Android devices, and probably some cost savings too, but size matters, and mobile search is becoming increasingly important.  While there are all manner of cost, consistency and consumer experience justifications for Google’s model, the practices that the Commission has challenged serve to reinforce Google’s pre-eminent position in online search – albeit users can choose other engines if they want – and some might say the Commission’s approach ignores what users value most.‘

While it could be observed that Google’s decision to appeal signals that the company is unlikely to give up any time soon, it should be remembered that the fight is open on more than one front, with the EC also investigating restrictions that Google has placed on the ability of third party websites to display search advertisements from Google’s competitors – the AdSense case.

Marco.cillario@legalbusiness.co.uk