Legal Business

Eversheds’ City partner promotions dip in bolstered global round as Fieldfisher makes up most ever

Eversheds’ City partner promotions dip in bolstered global round as Fieldfisher makes up most ever

Eversheds Sutherland’s international business has made 27 partner promotions, up seven on a flat 2018 round, but with just three promotions in London.

Fieldfisher, meanwhile, has made up 17 partners this year in its largest ever promotions round.

A third of Eversheds’ promotions are female, with the firm aiming for 30% female representation at partner level by 2021. In the UK the firm made up 16 partners, up from nine last year, across Leeds, Birmingham, Belfast, Manchester, Cambridge, Nottingham, and London.

Three were minted in the City, which was down one on the four made up last year. The 11 promoted outside the UK are in Dublin, Durban, Luxembourg, Baghdad, Rome, Dubai and Munich.

There were nine promotions in company commercial, eight in litigation and disputes, six in real estate and four in human resources. The round is up on last year’s 20 promotions, in what was a flat year. In December, Eversheds Sutherland US made up six to partner, down on last year’s 17.

Chief executive Lee Ranson (pictured) commented on the round, which also included 17 legal director promotions: ‘The Eversheds Sutherland promotion process is challenging and designed to ensure that only the very best candidates succeed. On behalf of the firm, I would therefore like to congratulate all of the successful candidates on this significant achievement.’

Elsewhere, Fieldfisher had another record promotions round, making up 14 across London, Birmingham, Manchester, Brussels, Munich and Silicon Valley. The promotions were up on last year’s ten, and included five in London as well as 50% female representation. The practice areas covered were IP, technology, personal injury, corporate, employment, construction, finance, regulatory and dispute resolution.

Managing partner Michael Chissick commented: ‘I am proud that we have achieved such a high level of promotions this year – a record for the firm, both in terms of the number of new partners and the number of offices involved.’

The full list of Eversheds partner promotions:

Colin Askew, tax, Leeds
Enda Cullivan, corporate, Dublin
Andrew Davidson, commercial, Durban
Alexandre Huebscher, financial services, Luxembourg
Mozahem Khalaf, corporate, Baghdad
Massimo Maioletti, GDPR, Rome
Hani Nassef, corporate, Dubai
Jenna Poulton, restructuring, Birmingham
Lara Wills, commercial, Durban
Lisa Bryson, employment, Belfast
Simon Daniel, pensions, Manchester
Louise Lightfoot, employment, Leeds
Manuela Rauch, employment, Munich
Mark Cooper, FSDI, London
Tom Douglas, (real estate litigation and construction) RELCON, Cambridge
Mariangela di Giandomenico, administrative law, Rome
Richard Hartigan, RELCON, Birmingham
Louise Howarth, CDR, Nottingham
Nick Pinder, RELCON, London
Jane Southworth, environment H&S, Manchester
Salam Zuhair, CDR, Baghdad
Balraj Birdi, core real estate, London
Peter Bowen, operations director, Leeds
Elizabeth Cartwright, core real estate, Manchester
Ben Newton, core real estate, Birmingham
Philipp Turnwald, core real estate, Munich
Daniel Walsh, core real estate, Birmingham

The full list of Fieldfisher partner promotions:

Amy Reynolds, IP and technology, protection and enforcement, London
Dushal Mehta, personal injury, London
Edward Westhead, corporate, London
Fabian Reissinger, employment, Munich
Felicity Fisher, privacy, security and information, Silicon Valley
Helen Andrews, construction, Birmingham
James Corlett, brand development, franchising, advertising and commercial, Manchester
Katharina Weimer, technology, outsourcing and privacy, Munich
Marsili Hale, finance, London
Nick Phillips, real estate, Birmingham
Olivia Woolston Morgan, technology, outsourcing and privacy, London
Peter Sellar, regulatory, Brussels
Stephen May, dispute resolution, Birmingham
Tracey Wright, dispute resolution, London

Legal Business

Deal watch: Big cheeses land £975m Dairy Crest deal as Slaughters acts on £1.3bn Provident hostile takeover

Deal watch: Big cheeses land £975m Dairy Crest deal as Slaughters acts on £1.3bn Provident hostile takeover

The UK buyout market had an uncharacteristically frenetic week with City M&A counsel taking the lead on a £1.3bn unsolicited bid for doorstep lender Provident Financial and the £975m recommended offer for UK cheese and spreads stalwart Dairy Crest Group on the same day.

The hostile bid for sub-prime lender Provident was launched at 7am this morning (22 February) by Non-Standard Finance (NSF), with Slaughter and May corporate head Andy Ryde and fellow partner Paul Mudie leading the charge.

NSF was set up in 2015 by former Provident chairman John van Kuffeler, who had previously enlisted Slaughters while at Provident and carried on the relationship at NSF, including on its IPO.

In a rare case of a hostile takeover not leaking beforehand, the target company called up to enlist Clifford Chance on Friday morning when the bid went public. Corporate partners Lee Coney and Mark Poulton are leading the team advising Provident, with the latter having previously advised the client on its strategic review and £331m rights issue.

Shareholders who collectively own more than 50% of the company, including Woodford Investment Management, Invesco and Marathon Asset Management, are understood to be in favour of the offer, given disgruntlement with chief executive Malcolm Le May following a series of profit warnings.

The bid turned hostile after Provident last year rebuffed an approach from NSF. Given heavy regulation of subprime lenders, mainstream banks are unlikely to put in a rival offer for Provident, although the company could be a private equity play.

NSF is planning to demerge its home credit business, Loans at Home, to satisfy the competition authority.

Also benefiting from a long-standing relationship was Eversheds Sutherland  partner Aleen Gulvanessian, who led a team advising Dairy Crest on its £975m sale to Canadian dairy company Saputo.

Dairy Crest is the manufacturer of products including Cathedral City cheddar, Country Life butter – a favourite of former Sex Pistols frontman John Lydon – and Clover spread.

Freshfields Bruckhaus Deringer, led by energy and natural resources head Laurie McFadden and corporate partner Stephen Hewes, advised the buyer. An Ashurst team led by partner Karen Davies advised Lazard as buy-side financial adviser.

The Canadian counterpart is using the acquisition, its first foray into Europe, as a foundation for growth in the UK.

Eversheds Sutherland has advised longstanding client Dairy Crest on a string of deals, including its €430m sale of French cheese spread company St Hubert to Montagu Private equity in 2012, the £80m sale of its dairies business to Müller in 2015 and a recent £70m fundraising.

Gulvanessian told Legal Business that the quality of the buyer was an important consideration in the sale process. ‘It is an excellent brand and business. The directors were keen to ensure that not only was the offer good for shareholders but also for all other stakeholders – the farmers, other suppliers, customers and of course employees.’

Elsewhere, Travers Smith leveraged its long-standing relationship with Ancala Partners to advise its joint venture – Leep Utilities – on the acquisition of SSE Water Limited from SSE plc.

Leep Utilities is a joint-venture of Ancala, the mid-market infrastructure investment manager, and the real estate and infrastructure investor the Peel Group. Long-time relationship partner Spencer Summerfield advised the buyer.

SSE Water is the largest new appointments and variations (NAV) company operating in the UK water sector, owning water networks that supply around 20,000 customers across 28 sites in southern England and Wales.

Legal Business

In-house: Eversheds brokers Dyson sole adviser deal alongside fresh FSCS appointment

In-house: Eversheds brokers Dyson sole adviser deal alongside fresh FSCS appointment

Eversheds Sutherland has added to its suite of sole adviser relationships with a deal for Dyson’s global privacy mandate.

Eversheds has been a leader on sole adviser mandates since its first in 2006 with Tyco, a relationship which continued after the security provider merged with industrial company Johnson Controls in 2016. The firm’s sole adviser role for Dyson’s global privacy work will run for a three-year term.

The Eversheds team was led by partner Liz Fitzsimmons, pitching for Dyson’s privacy work across 82 jurisdictions. Supporting partners include Paula Barrett, Ros Kellaway, James Hyde, as well as the firm’s global privacy team, particularly in Shanghai, led by partner Jack Cai.

Eversheds executive partner Ian Gray told Legal Business Dyson was attracted to the firm’s global reach across 34 jurisdictions in Africa, Asia, Europe the Middle East and US, as well as a network of more than 200 related firms.

Gray commented: ‘Most large corporations, particularly those working across several jurisdictions, are going the same way in that they are all looking at efficiency. Efficiency includes reducing the number of legal advisers they have got.’

Dyson global legal compliance and ethics director Nicholas Cranfield commented: ‘We were impressed by the quality of their privacy offering as well as its international reach and the team’s deep local knowledge of privacy laws and regulations around the world.’

Eversheds has multiple sole adviser mandates, including with Johnson Controls, Turkish Airlines, the International Air Transport Association and Severn Trent.

‘We seem to be having a reasonably good run at the minute,’ Gray added.

Meanwhile, Eversheds was one of three new firms to be appointed to the FSCS legal panel, alongside Addleshaw Goddard and Clifford Chance (CC).

The FSCS, the UK’s statutory compensation scheme for customers of authorised financial services firms, first created a legal panel in 2015  as it sought a more structured approach to recouping investor losses.

Eight firms were appointed to the panel, which is divided into three lots and runs for three years, with a potential one-year extension. Bevan Brittan, Burges Salmon, Dentons, Burness Paull and Trowers & Hamlins were all reappointed to the panel, while Slaughter and May, Herbert Smith Freehills and King & Wood Mallesons were not reappointed.

Addleshaws, Bevan Brittan, Burges Salmon, Burness Paull, CC, Dentons and Eversheds were appointed to the core legal services lot, worth about £12m, while Addleshaws was appointed to the Scots law lot, and Trowers HR and employment.

FSCS GC James Darbyshire led the review. He commented: ‘Against a backdrop of increasing customer expectation and a changing economic and regulatory landscape, I’m confident we’ve got the right mix of legal partners to help us deliver our strategic priorities in the years ahead.’

Legal Business

LLP accounts: Strong returns for CC leadership with bumper 38% pay rise as Eversheds executives see take home remain static

LLP accounts: Strong returns for CC leadership with bumper 38% pay rise as Eversheds executives see take home remain static

Clifford Chance’s (CC) 13-strong executive leadership team took home £22m in the 2017/18 financial year, according to the firm’s filings with Companies House.

It means the firm’s leaders have seen remuneration swell by 38% since last year, when the group of 13 pocketed £16m.

It also represents a drastic leap given that CC’s executive remuneration only inched upwards in £1m increments between 2014/15 and 2016/17.

The considerable financial package is likely related to CC’s healthy overall performance – the Magic Circle firm added £83m to its top line last year, bringing turnover to £1.623bn. This was accompanied by an above-trend increase in profit per equity partner (PEP), growing 16% to £1.6m.

Despite these highlights, the firm’s pay to its highest-earning member has remained flat on last year at £3m. There was revenue growth in all geographies, with continental Europe seeing a 6% uptick to £538m. The Middle East was up by 10% from £49m to £54m, while the Americas increased 6% to £215m.

Total staff costs rose 2% from £693m to £707m, in spite of a 6% dip in average associate numbers, which fell from 2,262 to 2,135. The average partner headcount was also down, decreasing by 10 to 558.

In contrast there were fewer reasons for Eversheds Sutherland International’s leadership team to be cheerful, as the firm’s LLP accounts revealed a payment package static on last year .

Senior leaders took home £4.8m for the 2017/18 financial year, a 20% decrease on last year’s £6m package. However, there was a reduction in executive committee members from five to four during the last year, meaning senior leaders are still taking £1.2m per head. Although a considerable cut at face value, it is marginally less than 2016/17 when executive remuneration was slashed by 22% .

Eversheds Sutherland’s highest-earning member in the non-US business took home 9% more than last year, an increase from £1.4m to £1.52m. This is in line with a wider boost to average remuneration per member, up 11% from £391,000 to £434,000.

The firm’s overall financial outlook is robust, with global revenue increasing 14% to £496m. The UK business played a key role, with a 14% turnover hike to match as the practice generated £396m.

Eversheds Sutherland’s European practice also performed well in 2017/18 as revenue grew 25% to £64m, however the ‘rest of world’ (again not including the US, which has a separate LLP) saw turnover fall 8% to £36m.

Legal Business

Legal tech focus: Slaughters’ tech ally Luminance makes impact but battle for City elite wages

Legal tech focus: Slaughters’ tech ally Luminance makes impact but battle for City elite wages

Luminance has shot to prominence unlike any other UK legal tech start-up. But Hamish McNicol finds there is still plenty to do to break into the top of the profession

‘We’re changing things to the extent Excel changed the way accounting is done,’ Luminance chief executive Emily Foges proclaims. ‘You can’t imagine doing anything financial without it.’

Legal Business

Deal watch: Slaughters and Kirkland drill into giant $12bn offshore plc merger as Travers and Eversheds maximise L&G’s pensions buy-out

Deal watch: Slaughters and Kirkland drill into giant $12bn offshore plc merger as Travers and Eversheds maximise L&G’s pensions buy-out

Slaughter and May and Kirkland & Ellis have led on the $12bn combination of UK Plc offshore drilling companies Ensco and Rowan Companies as Travers Smith and Eversheds Sutherland wrap up Legal & General’s £2.4bn buyout of Nortel Networks UK Pension Plan.

The drilling merger – an all-stock deal and a court-sanctioned scheme of arrangements – will see the shareholders of Ensco and Rowan own 60.5% and 39.5% respectively of the combined business.

Kirkland & Ellis clinched a significant win in UK plc land in advising Rowan with a team including City partners David Higgins, David Holdsworth and Dipak Bhundia. The deal was led out of Houston by corporate partners Sean Wheeler and Doug Bacon and included Dallas partner Ryan Gorsche and New York-based executive compensation partner Scott Price and tax partners David Wheat, Lane Morgan and Mike Carew.

Latham & Watkins is advising Rowan on antitrust aspects, with a team including corporate partner Michael Egge in Washington, Brussels managing partner Lars Kjolbye, and London partner Jonathan Parker.

Meanwhile, Slaughters is acting for Ensco with a team led by corporate partners Hywel Davies and Christian Boney and including partners William Turtle (competition), Jonathan Fenn (pensions) and Mike Lane (tax).

Elsewhere, a Legal & General deal on Monday (8 October) saw the UK insurer complete a £2.4bn buyout of pensions relating to the now-defunct telecoms equipment provider Nortel.

The buy-out relates to around 15,500 pensioner members and around 7,200 deferred members of the pension scheme, which entered a Pension Protection Fund (PPF) assessment after Nortel went into administration in 2009, pending litigation and insolvency proceedings.

The Travers team advising the trustees was led by Dan Naylor and Susie Daykin and also included partner Peter Hughes. Advising Legal & General was an Eversheds team led by Hugo Laing.

Naylor told Legal Business that the deal represented the biggest ever PPF plus arrangement, in which the pension scheme members receive more options, via a member option exercise, and better benefits than the PPF compensation would have offered. A further transaction is likely to follow as more recoveries are made.

The deal is also the second biggest pension buyout ever, after the £2.5bn transaction with Legal & General relating to pensions of US-headquartered automotive supplier TRW in 2014.

Hughes and Naylor, the latter then an associate, were also part of the team advising the trustees of the TRW Pension Scheme, while Laing, then an associate at Clifford Chance, was part of the team advising Legal & General on that deal.

Another major deal this week saw Kirkland, Latham and Allen & Overy score key roles on the sale of shareholdings in fin-tech company FNZ to Canadian pension fund La Caisse de dépôt et placement du Québec (CDPQ) and private equity investor Generation Investment Management.

The deal sees Kirkland advise the sellers, FNZ and funds advised by HIG Capital and General Atlantic, led by London corporate partners Gavin Gordon, Carl Bradshaw and Tom McCarthy. A Latham team led by Michael Bond advised CDPQ and Jonathan Wood at Weil Gotschal & Manges advised Generation. Karan Dinamani at Allen & Overy advised the CEO of FNZ.

The acquisition is the first investment by CDPQ-Generation, the sustainable equity joint venture launched by CDPQ and Generation.  Kirkland has a nine-year relationship with FNZ, having advised on HIG Capital’s initial investment in 2009, General Atlantic’s investment in 2012 and FNZ’s recently announced deal to acquire European Bank for Financial Services (ebase) from comdirect bank.

Legal Business

Adviser reviews: Lucozade Ribena Suntory completes first post-merger panel

Adviser reviews: Lucozade Ribena Suntory completes first post-merger panel

Eversheds Sutherland has won the role of primary UK and Ireland adviser in Lucozade Ribena Suntory’s (LRS) inaugural legal panel review, with nine other firms also making the cut.

The review was a first for general counsel (GC) Mary Guest since joining the drinks giant from Magic Circle firm Linklaters in June 2017, and it is also the first since LRS was formed after Lucozade and Ribena were acquired by Suntory for £1.35bn in 2013. Eversheds will be top of the list for general matters, with the remaining nine firms offering more specialist advice.

Clifford Chance (CC) is in place to offer M&A counsel, while Addleshaw Goddard will offer support with competition matters. Norton Rose Fulbright is on hand to deal with data protection and Stephenson Harwood will oversee IP and litigation.  McCann FitzGerald and Philip Lee have won spots offering Irish advice and completing the roster was DWF, TLT and Walker Morris.

Guest began the review process in April, starting with an initial shortlist of 23 firms which was whittled down to ten during the tender process. The new panel came into effect on 1 September 2018 and it will run for a two-year period.

Eversheds Sutherland partner Julia Woodward-Carlton, who leads on the LRS relationship, told Legal Business: ‘It was a long and challenging tender process with questions around cultural fit and values. Being awarded the primary adviser role was a particularly good outcome as it showcased our deep sector expertise and ability to maintain a trusted advisor relationship.’

Previously owned by GlaxoSmithKline (GSK), Allen & Overy were on hand to advise as Lucozade was sold to Japanese consumer goods company Suntory in 2013.

Corporate partners Edward Barnett and Andrew Ballheimer took the lead for A&O as the represented GSK. CC, led by corporate finance partner Joel Ziff, advised Suntory on the deal.

In other recent panel reviews, education company Pearson selected 14  firms to inhabit newly-created ‘preferred’ and ‘general’ rosters in July.  Among the chosen firms were Freshfields Bruckhaus Deringer, Herbert Smith Freehills, DWF, Bird & Bird, Pinsent Masons and DLA Piper.

Legal Business

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

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.

Legal Business

Deal watch: Eversheds Sutherland races to advise Formula 1 team on administration as Cooley acts on $126.8m tech IPO

Deal watch: Eversheds Sutherland races to advise Formula 1 team on administration as Cooley acts on $126.8m tech IPO

Eversheds Sutherland has landed a major role on the administration of Formula 1 team Force India as Cooley advises a UK IT company on its $126.8m IPO and Herbert Smith Freehills (HSF) acts on a $388m Philippines agribusiness deal.

Finance partner Jamie Leader led Eversheds as it represented Brockstone Limited, the services company linked to Force India driver Sergio Pérez, on a High Court administration application intended to safeguard the jobs of 400 employees.

With the application approved, Eversheds will now advise administrators Geoff Rowley and Jason Baker of FRP Advisory on the management of Force India.

Force India’s financial crisis comes as its team principal, Indian businessman Vijay Mallya, fights a worldwide freezing order and is also attempting to ward off an effort by India to extradite him from Britain to answer fraud charges.

According to Leader, it was a challenging mandate for the Eversheds team due to the timescale; the administration application was made on 20 July with the hearing taking place a week later on 27 July.

The hearing was also subject to a last-ditch intervention from soft drink company Rich Energy, which had a £30m cash injection rejected by the court.

Leader told Legal Business: ‘Most of the major stakeholders felt that the team be put under the control of independent professionals to solve its financial problems. The company was under the control of directors who were not in a position to support it. It’s really important that we were able to save 400 jobs.’

Elsewhere, Cooley has represented UK IT company Endava on its IPO on the New York Stock Exchange. The listing saw Endava issue 6.3 million shares at $20 each, giving the flotation an overall value of $126.8m.

A transatlantic team including Boston partner Nicole Brookshire, Reston, Virginia-based partner Richard Segal and London partner Ed Lukins picked up the instruction.

Lukins told Legal Business: It is a first in terms of a UK plc going straight for a US listing with a dual-share class structure, similar to that employed by Snap and Google. Enhanced voting rights are not a feature of European markets, but afford management greater flexibility to execute Endava’s stated strategy.’

Davis Polk & Wardwell also landed a role on the listing, advising bookrunners Morgan Stanley, Citigroup, Credit Suisse and Deutsche Bank.

Finally, HSF has exercised its foreign law alliance with Singapore firm Prolegis to advise on a $338m deal financing.

The firm acted for a bank syndicate as it financed Philippines company AEV International’s buyout of Gold Coin Management Holdings, one of Asia’s predominant agribusiness companies. The syndicate consisted of DBS Bank, Mizuho Bank, MUFG Bank and Standard Chartered.

HSF partner and head of Asia finance Adrian Cheng led for the firm, alongside a team of associates.

Legal Business

Eversheds wins key Rolls-Royce mandate as Norwegian group lands marine business

Eversheds wins key Rolls-Royce mandate as Norwegian group lands marine business

Nigel Cooke leads the team advising the UK giant on its £500m sale

Engineering giant Rolls-Royce turned to long-term adviser Eversheds Sutherland for the £500m sale of its unprofitable commercial marine division to Nordic technology company Kongsberg Gruppen.