Legal Business

Deal watch: Seats at the table for Travers, Skadden and Gateley as Pret acquires EAT and Oliver’s chain collapses

Deal watch: Seats at the table for Travers, Skadden and Gateley as Pret acquires EAT and Oliver’s chain collapses

Two opposite developments in the UK high street have seen City and US firms advise as food chain Pret A Manger acquired rival Eat and high-profile British chef Jamie Oliver’s restaurant business went into administration.

Also keeping City insolvency practitioners busy was the news today (22 May) that British Steel has been put into compulsory liquidation.

Skadden, Arps, Slate, Meagher & Flom advised Pret as it agreed to acquire all of Eat’s 94 shops for an undisclosed sum, with plans to turn most into ‘Veggie Prets’.

The US firm’s team was led by London corporate partners Richard Youle, Katja Butler and Linda Davies. Freshfields Bruckhaus Deringer partner Alex Potter is advising Pret on antitrust.

On the other side of the table, Travers Smith’s head of private equity and financial sponsors Paul Dolman led the team advising Ardian, Horizon Capital and the other selling shareholders of Eat.

‘I acted for Horizon when they acquired Eat [in 2011] and we have acted for them ever since, so we were the logical people to advise on the sale,’ Dolman told Legal Business. ‘Travers has in-depth expertise in this sector.’

The deal sees Travers’ and Pret’s paths cross again after the City firm advised previous owner Bridgepoint on the £1.5bn sale of the food chain to JAB Holding Company one year ago, with a team including Dolman and private equity partner Ian Shawyer.

Under Bridgepoint’s ownership the company, founded in London in 1986, expanded its presence in the UK and US, and launched in France, China, Dubai and Singapore, quadrupling its revenues to £879m. It now counts over 500 shops in nine countries.

Eat was founded in 1996 and bought by Horizon in 2011 with plans to build hundreds of shops. But it has struggled in recent years and reported pre-tax losses of £17.2m in the year to end of June 2018.

Meanwhile, Daniel French, an insolvency partner at listed firm Gateley, is leading the team acting alongside administrator KPMG after Oliver’s business became the latest victim amid difficult times for the UK high street.

Jamie Oliver Restaurant Group will see 22 of the 25 eateries it operates close, resulting in 1,000 job losses.

This is the second prominent high-street insolvency Gateley has acted on this year. The firm also advised KPMG on the administration of Patisserie Valerie in January.

Elsewhere, Clifford Chance (CC)’s insolvency team is advising as British Steele entered compulsory liquidation, putting its 5,000 employees at risk of redundancy.

The government’s official receiver has taken control of the company and together with Big Four accountancy firm EY is looking for a buyer, while it continues to trade normally.

CC’s restructuring head Philip Hertz and partner Iain White are leading the team advising on the process.

The Magic Circle firm was previously among the advisers in one of the largest UK insolvencies to hit the construction industry in recent years, when construction giant Carillion collapsed in January last year.

marco.cillario@legalease.co.uk

Legal Business

‘We continue to look’: Listed Gateley eyes more opportunities after first legal acquisition

‘We continue to look’: Listed Gateley eyes more opportunities after first legal acquisition

The boss of AIM-listed law firm Gateley is confident investors would support further acquisitions after its third in three years, citing a return to the capital markets as an option, for the right opportunity.

Earlier this week, Gateley announced it was making its first legal acquisition since its landmark £30m listing in 2015, entering an agreement to buy Surrey-based GCL Solicitors for £4.15m.

The payment for the firm, which specialises in legal advice for residential developments and has been trading since the 1970s, is made up of £2.3m in cash and £1.9m in new shares. GCL’s revenue for the year to 31 March 2018 was £6m, generating earnings before interest, tax, depreciation and amortisation (EBITDA) of £0.6m.

It is Gateley’s third and largest acquisition since it listed, after it bought tax adviser Capitus in a similarly structured deal worth £2.72m and property consultancy Hamer Associates for £2.05m.

Gateley’s initial public offering (IPO) strategy was to acquire legal and non-legal businesses which complement the listed firm. Buying GCL adds 6 partners and 79 staff to its property group, which already has 119 staff.

Gateley chief executive Michael Ward (pictured) told Legal Business the GCL acquisition follows recent expansion into Reading and a broader strategy of advising residential development in the south of England. The firm acts for 18 of the top 20 national housebuilders and, after GCL joins, will be advising on about £2.5bn of plot sales a year.

He added: ‘It was an industry-specific play. The government’s policy is to increase house building across the UK, and demand is only going to continue. We have 10 years of history in this area, so we already had market penetration, but this adds greater geographic capacity.’

Gateley’s strategy was to make one acquisition a year but, despite meeting this target, is looking at other opportunities, both in legal and professional services. Ward was confident there were no strains on the company’s ability to make larger plays should those opportunities present themselves.

He commented: ‘We haven’t really got a war chest but if we did have the right acquisition opportunity we are confident our investors would support it. It’s all about the quality of the acquisition. We haven’t gone back to the capital markets yet but it’s an option.’

The firm also provided a trading update for the year to 30 April 2018, saying revenue would be not less than £84m, up 8% on last year, while EBITDA would be above £16m, up from £14.9m last year. Revenue growth has slowed from a 16% increase between 2016 and last year, but was still ahead of the IPO target of 7.5%.

Ward said it was difficult to break the growth down between organic increases and revenue tacked on with lateral hires and business acquisitions. Revenue in both property and corporate was up 15%, while Ward said there had been 21 lateral hires in the first two years post-IPO.

‘We have invested in people and made more laterals than we would have pre-IPO, partly because more opportunities have presented themselves post-IPO and we’ve executed.’

Since Gateley’s pioneering 2015 float, Gordon Dadds, Keystone Law and earlier this month, Rosenblatt, have all listed. Rosenblatt raised £43m in what was the biggest law firm IPO to date, talking up the launch of its own third-party litigation funder in the next few years.

Ward said the listing was an interesting development in the listed market, and expected more would follow.

‘Investors have a choice, none of the listed firms are the same.’

hamish.mcnicol@legalease.co.uk

Legal Business

‘Selling the crown jewels’ – Gateley partners in £10m share sale

‘Selling the crown jewels’ – Gateley partners in £10m share sale

Following Gateley’s landmark listing in 2015 where partners pocketed a combined £25m, some senior partners have taken home almost £500,000 each after a stake in the top 50 UK law firm was sold for nearly £10m in October.

Documents at the London Stock Exchange (LSE) show a sale of 6.21% of the firm’s equity due to a ‘strong demand from new institutional shareholders’.

Legal Business

In the money: Gateley veterans reap six figures in £10m share sale

In the money: Gateley veterans reap six figures in £10m share sale

For listed law firms, recent months have been a period of brutally mixed fortunes. While Slater and Gordon has suffered a string of high-profile reverses, select partners at fellow pioneer Gateley have taken home almost £500,000 after a stake in the top 50 UK law firm was sold for nearly £10m.

Documents at the London Stock Exchange (LSE) show a sale of 6.21% of the firm’s equity, or 6,641,333 aggregate ordinary shares.

Key beneficiaries are chief executive Michael Ward, chief operating officer Peter Davies, corporate restructuring partner Brendan McGeever and corporate partner Paul Hayward. The four sold 328,900 shares at a price of £1.50 – taking home a total of £493,350 each.

Meanwhile, real estate partner Rod Waldie received £296,010 for 197,340 shares; residential development partner Callum Nuttall received £434,860 for 289,907 shares and corporate partner Nick Smith took home £210,960 for 140,640 shares.

In addition finance director Neil Smith purchased 20,000 shares for £30,000 and non-executive director Suki Thompson purchased 10,000 shares for £15,000. Both Ward and Davies still own almost 2.5% of Gateley’s total issued share capital and over 2,500,000 of ordinary shares

According to the filing, on Gateley’s 2015 admission to the Alternative Investment Market (AIM), partners of the firm held 70% of the enlarged capital at that time. The Gateley partners voluntarily entered into five year lock-in agreements with Gateley which permitted them to dispose of up to 10% of their interest in any 12-month period after the first anniversary of admission.

New and existing institutional investors purchased 6,333,334 shares while 307,999 were purchased by Gateley employees in what the filing said was a result of ‘strong demand’. The freely floated portion of Gateley’s shares that can be publicly traded has now increased from 34.3% to 40.3% as a result of the sale.

In July this year, Gateley posted another strong round of financial results, with a double digit increase in revenue of 16% to £77.6m. In addition, adjusted EBITBA increased 16% from £12.9m to £14.9m, while profit before tax rose 19% from £11m to £13.1m. Net assets grew from £12.7m to £17.4m.

The share sales appears to demonstrate continued momentum for Gateley, whose 2015 float made it the first major law firm to list on the LSE. The closely-watched deal generated £30m in proceeds, with £5m retained by the firm for investment and the remaining £25m distributed to partners.

The prospect for listed law firms has been hotly anticipated for years but, with fellow pioneer Slater and Gordon currently struggling, the profession remains highly sceptical of the benefits of outside investment.

kathryn.mccann@legalease.co.uk

Legal Business

Financials 2017: Gateley posts double-digit revenue and profits rise in another strong year for listed firm

Financials 2017: Gateley posts double-digit revenue and profits rise in another strong year for listed firm

AIM-listed law firm Gateley has posted a double-digit increase in revenues for this financial year, with turnover up 16% from £67.1m to £77.6m.

In addition, adjusted EBITDA increased 16% from £12.9m to £14.9m, while profit before tax rose 19% from £11m to £13.1m. Net assets grew from £12.7m to £17.4m and the group free float increased from 30% to 34.3%, following the sale of former shares.

Commenting on the results, Michael Ward, chief executive officer of Gateley said he was delighted with the continued progress with the progress made by the group in the last year.

‘This represents another year of continued expansion for us where we have both grown the business and invested further in it to support our future expansion, Ward said.

‘Trading in the second half of the financial year ended 30 April 2017 was excellent and we are pleased to report that trading in the first two months of the current financial year has continued well,’ he added.

Ward said: ‘We are confident that our business is well balanced and resilient and we remain focused on delivering another year of growth in our core services, whilst continuing to look for complementary acquisitions.’

Operational highlights for the firm included successful acquisition of Gateley Hamer in September 2016, with ‘integration progressing well’ and ‘further investment in group service.’ The group now has a total staff of 717 across all of its offices, including, most recently, its Reading office, which now employs 19 staff including seven legal partners.

In a trading update published this May, Gateley said that the integration of acquired complementary businesses, including tax adviser Capitus, the continued investment in new staff and the development of the firm’s newly opened Reading office were positive focus points for the firm during the year.

This May, Legal Business revealed that Gateley was close to finalising a ‘best friends’ referral arrangement with Scottish Independent Anderson Strathern, following HBJ Gateley’s merger with Addleshaw Goddard in June this year.

kathryn.mccann@legalease.co.uk

Legal Business

Gateley and Anderson Strathern gear up for ‘best friends’ arrangement

Gateley and Anderson Strathern gear up for ‘best friends’ arrangement

AIM-listed law firm Gateley is close to finalising a ‘best friends’ referral arrangement with Scottish Independent firm Anderson Strathern, as the merger between HBJ Gateley and Addleshaw Goddard is due to go live this week.

It is understood that both firms have been speaking since February, with Gateley also approaching a number of other firms including other Scottish independents MacRoberts, Morton Fraser and Harper Macleod.

It is likely that there will be no formal, exclusive collaboration between the two firms. The relationship, however, could lead to something more formal down the line.

One partner at Anderson Strathern told Legal Business: ‘If we have this relationship and our partners get to know each other, our clients enjoy this, our staff get something out of this – then I would have thought you would tend to consolidate your relationship.’

‘Whether that would be a merger, it is not on the cards as far as we’re concerned. It might be something that they would be interested in – but we would have to change our strategy. We reviewed it recently and we are very happy to remain independent and Scottish.’

Speaking to Legal Business, Michael Ward, chief executive of Gateley would not confirm or deny that the firm was planning to enter into a ‘best friends’ relationship with Anderson Strathern, but said the firm was planning to make an announcement soon.

‘As you know we are looking for a partner in Scotland when our arrangements with HBJ Gateley come to an end, which is the end of the month. We are not at this point in a position to announce anything. But we hope to be in a position to do that relatively shortly.’

Ward also added that the preferred outcome would be similar or more embedded than the firm’s relationship with HBJ Gateley ‘if that was comfortable to the other party’.

‘It might happen over a number of years rather than immediately. We could consider that. Nothing is off the table and nothing is on. We are keeping an open mind.’

Legal Business revealed earlier this month that Gateley was making approaches to a number of firms regarding a new Scottish tie-up.

Last week, Legal Business reported that Gateley had seen turnover soar 15% for the financial year ending 30 April 2017, from £67m in 2016 to £77m. In addition, adjusted EBITDA also saw double digit growth, increasing 14% from £12.9m to £14.7m.

In a trading update, the firm said that the integration of acquired complementary businesses, including tax adviser Capitus, the continued investment in new staff and the development of the firm’s newly opened Reading office, were positive focus points for the firm during the year.

kathryn.mccann@legalease.co.uk

Legal Business

Gateley turnover soars 15% to £77m as group plans further growth

Gateley turnover soars 15% to £77m as group plans further growth

AIM-listed Gateley has seen turnover soar 15% for the financial year ending 30 April 2017, from £67m in 2016 to £77m. In addition, adjusted EBITDA also saw double digit growth, increasing 14% from £12.9m to £14.7m.

In a trading update, the firm said that the integration of acquired complementary businesses, including tax adviser Capitus, the continued investment in new staff and the development of the firm’s newly opened Reading office, were positive focus points for the firm during the year.

The statement added: ‘The Board remains extremely pleased with the level of share incentive scheme participation across the Group, as reported in our half year statement.’

‘We continue to look to strengthen our offering to clients and have experienced another significant year of staff recruitment across the Group including new skills and service lines from our complementary businesses of Gateley Capitus Limited and Gateley Hamer Limited,’ it continued.

‘The Board expects to recommend a final dividend in line with its stated dividend policy of distributing up to 70% of the Group’s after tax profits,’ according to the statement.

Michael Ward, chief executive of Gateley said he was delighted with the continued progress made by the Group in the year. ‘This represents another year of expansion for us. This has been possible due to the strength of our service offering, the depth of our client relationships and the growth in our teams of skilled professionals.’

This month, Legal Business revealed that Gateley was looking at options for a new Scottish tie-up and had approached a number of firms in the market including Anderson Strathern, MacRoberts, Morton Fraser and Harper Macleod.

The merger between Gateley’s former Scottish arm HBJ Gateley and Addleshaw Goddard is due to go live on 1 June.

kathryn.mccann@legalease.co.uk

Legal Business

Gateley makes approaches to secure new Scottish tie-up

Gateley makes approaches to secure new Scottish tie-up

With the merger between its former Scottish arm and Addleshaw Goddard due to go live on 1 June, Gateley is looking at options for a new Scottish tie-up and has approached a number of firms in the market.

According to one Scottish partner, Anderson Strathern, which has offices in Edinburgh, Glasgow and East Lothian, would be the most likely option for a tie-up.

‘Anderson Strathern has some good clients, some good lawyers. It just hasn’t been on track for a long time and it has been looking to do something for a while as well.’

MacRoberts and Morton Fraser, who were previously in merger discussions together, are also understood to have been approached by Gateley, as was Harper Macleod.

‘MacRoberts would be a good move for Gateley, but it has pension issues and I don’t know how serious that would be,’ added the partner. ‘Morton Fraser wouldn’t be a fit either. It doesn’t want to tie up with anyone.’

Legal Business revealed in January that Morton Fraser and MacRoberts had called off their merger talks as a deal was ‘financially unworkable’. Chris Harte, chief executive of Morton Fraser, said the firm will not be merging in the near future, ruling out any imminent combination. ‘We have been clear about how we see our future. We will continue that way until someone causes us to rethink that direction. We aren’t there at the moment.’

Speaking to Legal Business, Gateley chief executive Michael Ward would neither confirm nor deny that the firm had approached Anderson Strathern, MacRoberts, Morton Fraser or Harper Macleod, but added that Gateley is looking for a firm that it can work with on client assignments on a preferred arrangement.

‘It is our stated preference to have a new collaboration agreement in place when the other one expires on 31 May, but we are certainly not close to that at the moment. You would describe our relationship with HBJ as more than a best-friend relationship. We are not negative about the arrangement we had with HBJ. It made a decision. That’s business and that’s life. We are looking for a similar arrangement with another party.’

kathryn.mccann@legalease.co.uk

Read more: ‘Better together? – Those Anglo-Scots unions in focus’

 

Legal Business

Gateley makes approaches to secure new Scottish tie-up

Gateley makes approaches to secure new Scottish tie-up

With the merger between its former Scottish arm and Addleshaw Goddard due to go live on 1 June, Gateley is looking at options for a new Scottish tie-up and has approached a number of firms in the market.

According to one Scottish partner, Anderson Strathern, which has offices in Edinburgh, Glasgow and East Lothian, would be the most likely option for a tie-up.

Legal Business

‘Deals are being done’: AIM-listed Gateley’s half-year revenues soar 19% to £35.2m

‘Deals are being done’: AIM-listed Gateley’s half-year revenues soar 19% to £35.2m

AIM-listed Gateley has seen revenues jump significantly for the six months to 31 October 2016, up 19% from £29.6m to £35.2m. Gateley saw turnover improve 11% in the same period last year.

Meanwhile adjusted EBITDA in the last six months increased 11% to £5m, and profit before tax increased 45% to £4.2m from £2.9m.

The firm highlighted two successful acquisitions: Gateley Capitus in April 2016 and Gateley Hamer in September 2016 as operational highlights as well as the expansion of legal services through investment in the firm’s new Reading office.

In addition, staff numbers have increased 12.7% since October 2015 to 701.

Speaking to Legal Business, Michael Ward, chief executive of Gateley said the market was experiencing some headwinds as a result of Brexit, but that there was less effect felt outside London-centric businesses.

Ward (pictured) said: ‘We’ve seen a little bit of drop off in top-end property deals where people are relooking at them etc. But across the rest of the country we have experienced it very much as business as usual.’

‘We have had a good six months, property and corporate are doing well. Deals are being done. Commercial property development is ongoing and there has been strong performance in our residential development team.’

The results today (6 December) follow on from the firm’s impressive full year performance for 2015/16, when revenues rose by 10.2% from £60.9m to £67.1m. The balance sheet of the firm has been strengthened with gross assets of £41.6m compared to £40.7m.

At that time, adjusted EBITDA increased 13.3% to £12.8m from the pro-forma 2015 figure of £11.3m and profit before tax increased 12.2% to £11m from the pro-forma 2015 figure of £9.8m.

In October partners at the firm made almost £6.4m from selling shares in Gateley, according to a filing with the London Stock Exchange.

Partners sold 5,761,971 shares at a sale price of £1.11 to new and existing shareholders.

kathryn.mccann@legalease.co.uk

Read more: ‘Selling the family silver: Will Gateley’s listing on London’s stock exchange pay off?’