Legal Business

Legal Business Awards 2020 – Corporate Team of the Year

Legal Business Awards 2020 – Corporate Team of the Year

The entries have been assessed, the shortlists have been drawn up and our panel of general counsel judges have had their say: we are now delighted to reveal the winner of Corporate Team of the Year for the 2020 Legal Business Awards.

The successful firm in this category demonstrated excellence during 2019 in M&A or corporate work, including disposals, joint ventures and equity capital markets listings. It was not so much the value of the deal that impressed judges as much as evidence of outstanding transactional advice and commitment to the client in the context of one exceptional piece of work

 


 

 


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Winner – Clifford Chance

Fortitude was the order of the day for Clifford Chance (CC)’s City corporate team as it defied the odds by successfully defending Provident Financial against an unsolicited offer by Non-Standard Finance (NSF), despite its shareholders holding more than 50% of Provident’s shares.

The 14-week defence was prompted by ‘an old school hostile approach’ in the form of a Friday morning voicemail to Provident’s chairman minutes before the surprise bid was launched.

CC rallied the troops across public M&A, finance, debt capital markets, antitrust, employment, incentives, pensions, forensic accountants and litigation. Twists and turns saw firm and client pick apart NSF’s strategy, developing and road-testing an aggressive Regulatory News Service campaign and engaging with stakeholders, including Woodford and Invesco, both of which supported the takeover. The team launched a comprehensive defence, anticipating and handling a litany of tricky code points and managing a white knight process.

NSF then announced it had formal acceptances of more than 50% enabling it to declare the offer unconditional. However, Provident persevered with a full-on counter-attack. Analysis of NSF’s business and accounts revealed some dividends and buy-backs were unlawful, which Provident announced to the market, undermining its attacker’s management.

Provident persuaded the Takeover Panel to extend the offer timetable to allow the Competition and Markets Authority (CMA) to complete its review and determine whether a Phase 2 referral was required. Without the extension, Provident shareholders risked the takeover closing and Provident and NSF businesses being held separate pending a CMA decision.

NSF set a drop-dead date of 5 June and Provident continued analysing NSF’s regulatory capital position and undermining it with announcements and engaging with regulators. The tide started to turn as institutional shareholders made the unusual move of publicising their opposition to the takeover.

Provident showed that NSF could be left with a significant non-assenting minority and the combined Provident-NSF group would be undercapitalised at closing. On the eve of the drop-dead date, NSF announced that the takeover offer would lapse as the regulator had not concluded its change of control approval.

Against what has been called the biggest hostile takeover since the financial crisis, the defence may go down in history as one of the best ever.

Highly Commended – Gibson, Dunn & Crutcher

Gibson, Dunn & Crutcher’s City team’s advising UK pharmaceuticals company Amryt Pharma on its highly complex acquisition of Boston-based Aegerion Pharmaceuticals out of Chapter 11 within a very tight timeframe.

The team, led by Nigel Stacey and Sian Williams, was mandated in March 2019 and the acquisition was announced just two months later. The transaction involved US Chapter 11 proceedings, a court-sanctioned scheme of arrangement to create a new holding company of the Amryt group and took the form of a reverse takeover under the AIM and Euronext Dublin rules. It required a UK Takeover Code Rule 9 whitewash, given the level of Aegerion creditor control over Amryt on completion of the deal. Aegerion emerged from bankruptcy in October 2019 at which stage the acquisition was completed.

Other nominations

Herbert Smith Freehills

Representing Virgin Atlantic on its much-publicised takeover of Flybe, the UK’s largest regional airliner at the time, as part of the Connect consortium with Cyrus Capital Partners and Stobart Group.

Mayer Brown

The firm’s London office represented Canada-based FTSE 250 company Entertainment One on its £3.3bn sale to the US toy maker Hasbro, a cross-border deal that encountered a number of hurdles.

McDermott Will & Emery

Advising Praxair on the divestment of certain North American and South American assets, which were ultimately acquired by Messer and CVC Capital Partners for $3.6bn, allowing Praxair and Linde to consummate their all-share merger of equals.

White & Case

Representing Energean Oil & Gas on the $750m acquisition of the upstream exploration and production assets of Italian utilities company Edison, Energean’s first major acquisition since being listed in London in 2018.

Legal Business

‘Synergies and cost savings’: Links, Slaughters and Gibson Dunn advise as Sainsbury’s takes over Asda to create supermarket giant

‘Synergies and cost savings’: Links, Slaughters and Gibson Dunn advise as Sainsbury’s takes over Asda to create supermarket giant

Linklaters, Slaughter and May and Gibson Dunn & Crutcher have won key roles as Sainsbury’s agreed to merge with Asda in a landmark £3bn deal which will create Britain’s biggest supermarket chain.

The deal announced today (30 April) will establish one of the largest employers in the country, worth £51bn in revenue, operating around 2,800 stores and controlling 31% of the market, a larger share than current leader Tesco.

It sent shockwaves throughout the industry, with Sainsbury’s shares jumping around 20%, while the company was at pains to stress that the deal will lead to a significant reduction in consumer prices without any job cuts or store closures.

‘The driver behind all this is to generate synergies and cost savings, so that the parties can compete better with Aldi and Lidl and give consumers what they want – quality and convenience at a lower price,’ a partner close to the deal told Legal Business, adding that job cuts or store closures ‘would not fit within the rationale of the deal’. Both Sainsbury’s and Asda will keep their brands.

Linklaters’ corporate partners Iain Fenn and Michael Honan are advising Sainsbury’s, which will acquire Asda from US giant Walmart for £2.97bn. UK head of competition Nicole Kar and antitrust partner Simon Pritchard have also acted on the deal, which values Asda at £7.3bn.

The Magic Circle firm sits on Sainsbury’s legal panel, which was last reviewed in August 2017 and includes ten other firms.

Meanwhile, corporate partners Sally Wokes, Victoria MacDuff and Nigel Boardman led the large Slaughters’ team advising Walmart and Asda, alongside finance partner Guy O’Keefe. Tax expert Steve Edge also acted on the deal, with Jonathan Fenn and Charles Cameron advising on employment aspects, Cathy Connolly on IP and tech, Jane Edwarde on real estate and Ben Kingsley on financial regulation.

Gibson Dunn advised Walmart and Asda on the competition aspects of the deal, led by partners Ali Nikpay and Deirdre Taylor. Review of the deal by the Competition and Markets Authority is expected to take a while, with the deal unlikely to close before the autumn of 2019.

marco.cillario@legalbusiness.co.uk

Legal Business

Revolving doors: Hogan Lovells and Gibson Dunn expand on continent, McGuireWoods appoint to London, Winston to Dubai

Revolving doors: Hogan Lovells and Gibson Dunn expand on continent, McGuireWoods appoint to London, Winston to Dubai

Firms have strengthened their global practices, as Hogan Lovells appointed a key Paris partner, Gibson Dunn & Crutcher recruited in Munich, McGuireWoods hired in London and Winston & Strawn brought in a new Dubai managing partner.

Hogan Lovells have recruited heavyweight antitrust Francois Brunet in Paris, after a 26-year career building Cleary’s antitrust practice. His practice focuses on complex merger cases and cartel investigations.

Hogan Lovell’s global head of antitrust, competition and economic regulation Suyong Kim said Brunet ‘has won the loyalty of clients through his strategic acumen and his capacity to bring innovative solutions to the handling of their antitrust issues’.

Brunet chaired the Competition Commission of the French Committee of the International Chamber of Commerce since 2010, and has been a member of the board of the French Competition Lawyers Association since its creation.

McGuireWoods continued the expansion of its corporate practice in London with the addition of M&A partner Jeremy Davis from K&L Gates.

Davis’ M&A experience has involved US investments in Europe, amid the metals, packaging, manufacturing and information technology sectors. Last year, he advised Cyprus’ leading pharmaceutical company Remedica’s shareholders on their sale to South Africa-based Ascendis Health for €335m.

Chair of McGuireWoods M&A, corporate and technology department Scott Westwood said Davis’ ‘full-service M&A capabilities and extensive cross-border experience strengthen our corporate practice in London to the benefit of our U.S. and European clients’.

Gibson Dunn hired Sebastian Schoon from Ashurst as a financer partner in the firm’s Munich office. Schoon has been a partner at Ashurst since 2011, and his practice focuses on banking and finance law.

‘Following the recent opening of our Frankfurt office, Schoon’s addition will be a vital step in building our transactional practices in Germany,’ said Gibson Dunn’s chairman and managing partner Ken Doran.

Meanwhile over in Dubai, Winston & Strawn took on Eversheds’ UAE managing partner and head of dispute resolution Ben Bruton in the firm’s litigation department in the area.

During his tenure as UAE Managing Partner, Bruton led the development of Eversheds’ Dubai office over a three-year period. His practice involves high value arbitration and court proceedings in the UAE and internationally across sectors like financial services, engineering, energy and infrastructure, real estate, and construction.

Winston’s Middle East managing partner Campbell Steedman said his arrival ‘will add significant value as we continue to expand upon the strong business connections between Dubai and other global business hubs to better serve our clients.’

Georgiana.tudor@legalease.co.uk

Legal Business

Gibson Dunn continues lateral hiring spree with hire of A&O arbitration partner Jeffrey Sullivan

Gibson Dunn continues lateral hiring spree with hire of A&O arbitration partner Jeffrey Sullivan

Gibson, Dunn & Crutcher has added to its growing European offering with the appointment of London-based arbitration partner Jeffrey Sullivan from Allen & Overy (A&O).

Described by the Legal 500 as a leading individual in public international law, Sullivan also specialises in both commercial and investment treaty arbitration. His practice has a particular focus on clients in energy, infrastructure and private equity sectors.

Sullivan joined A&O from Foley & Lardner, where he was based in the US firm’s Washington DC office, in 2006. He was made up to partner at the Magic Circle firm in 2013.

Gibson Dunn’s international arbitration practice group co-head Penny Madden QC told Legal Business: ‘We are very busy, particularly in the investment treaty space, and the hire of Jeff is the perfect fit for us. He has a thriving practice, we have a thriving practice and the synergies between the two look to be very strong. We are growing in this area.’

Sullivan’s appointment is the latest in a string of notable European appointments for Gibson Dunn, with the firm taking on a group of five lawyers from Ashurst’s Paris office led by litigation and restructuring partner Jean-Pierre Farges in June.

He was joined by fellow disputes partners Pierre-Emmanuel Fender and Eric Bouffard, corporate partner Bertrand Delaunay and finance counsel Amanda Bevan, who will be made up to partner in the move.

This January, Gibson Dunn’s Paris office brought in a team of four from A&O. Technology and digital transactions partner Ahmed Baladi joined alongside counsel Vera Lukic and two associates.

The US firm also took on Herbert Smith Freehill’s global energy co-head Anna Howell last month, bolstering its fast-growing global energy practice after launching a new Houston office this May.

Madeleine.farman@legalease.co.uk

Legal Business

Ashurst loses second Paris team this year as four partners quit for Gibson Dunn

Ashurst loses second Paris team this year as four partners quit for Gibson Dunn

In a second blow to Ashurst’s Paris office this year, the firm last month lost a four-partner team to Gibson, Dunn & Crutcher, led by litigation and restructuring partner Jean-Pierre Farges.

Tasked with launching a new French litigation and finance practice at the US firm in Paris, Farges is joined by fellow disputes partners Pierre-Emmanuel Fender and Eric Bouffard, corporate partner Bertrand Delaunay and finance counsel Amanda Bevan, who will be made up to partner in the move.

Legal Business

Gibson Dunn appoints HSF global energy co-head to bolster London energy practice after Houston launch

Gibson Dunn appoints HSF global energy co-head to bolster London energy practice after Houston launch

Gibson, Dunn & Crutcher’s London office has appointed Herbert Smith Freehills’ (HSF) global energy co-head Anna Howell as a partner, bolstering the firm’s fast-growing global energy practice.

Howell has advised corporate and sponsor clients including Carlyle International Energy Partners – part of the Carlyle Group, BP, Singaporean national wealth fund Temasek Holdings, electric services company E.On and Chinese oil and gas companies CNOOC and CNPC.

She is dual-qualified in both England and Wales and Hong Kong, having worked in HSF’s Hong Kong, Beijing, Singapore and London offices.

The hire comes straight after Gibson Dunn last week took on a four-partner team from Ashurst’s Paris arm, led by litigation and restructuring partner Jean-Pierre Farges.

Howell’s appointment as energy partner also compliments the firm’s new office launch in Houston this May, after the US firm brought in a six-partner energy team from Baker Botts in April in preparation for the opening.

Gibson Dunn has already hired two oil and gas transactional partners from Latham & Watkins earlier this year, as it developed its energy offering

The Los Angeles’ head-quartered firm’s London corporate head Charlie Geffen, told Legal Business that ‘Anna’s strategic fit for our ambitious plans in London is obvious. She brings deep sector experience alongside our new Houston office and excellent relationships with both sponsors and corporate clients’.

The firm is delighted she has decided to join, he added.

Michael Darden, the firm’s oil and gas practice group chair and partner in charge of the Houston office, said that ‘Houston and London are the capitals of the global oil and gas industry. With Anna’s arrival, we will enhance our offerings to clients operating both in and outside the US.’

In December 2016, Latham & Watkins hired HSF’s global energy co-head John Balsdon, who joined its finance team in the City.

HSF recently settled a case with White & Case following the exit of a ten-partner project finance team from its Australian offices to the US firm.

Court documents revealed that the decision to classify White & Case as a ‘specified competitor’ was taken by the HSF Australia board on 31 August 2016, one day before the eight partners resigned en masse, within half anhour of each other.

Madeleine.Farman@legalease.co.uk

 

Legal Business

Gibson deals body blow to Ashurst’s European business as four-partner Paris team quits

Gibson deals body blow to Ashurst’s European business as four-partner Paris team quits

Ashurst’s hopes of stabilising its European practice have been dealt a body blow with Gibson, Dunn & Crutcher today (8 June) recruiting a four-partner team from its Paris arm. The move – which comes just months after a five-partner corporate team quit Ashurst’s Paris outpost for Freshfields Bruckhaus Deringer  – sees a team led by litigation and restructuring partner Jean-Pierre Farges decamp to the US-based giant.

The new team will launch a French litigation and finance practice for Gibson Dunn. Farges is joined by fellow disputes partners Pierre-Emmanuel Fender and Eric Bouffard, corporate partner Bertrand Delaunay and finance counsel Amanda Bevan. The move leaves Ashurst with 10 partners in the French capital.

Ashurst’s French practice had billed roughly £25m in recent years, a figure that looks set to be substantially depleted by this year’s run of departures. The team that quit for Freshfields in February was believed to control around £8m a year in business.

Following the Freshfields exits, Ashurst recruited Linklaters’ leveraged finance senior associate Pierre Roux in Paris, promoting him to partner. Paris-based employment lawyer Nataline Fleury was also made up to partner in the firm’s promotion round this year. The departures come after a troubled period for Ashurst, which has been hit by internal discord and falling profits after a punishing 2015/16 financial year.

Ashurst managing partner Paul Jenkins told Legal Business that the firm is currently in the process of appointing another lateral to the office: ‘We are in the middle of a rebuild process for the office. This move has been expected for some time and we still have a very strong office led by Philippe None, who has been actively out in the market helping me with this process. We’ve already hired Pierre Roux from Linklaters and we’ve also brought through an internal candidate, with another announcement to be made shortly.’

Gibson Dunn in January added a four-lawyer French team from Allen & Overy led by partner Ahmed Baladi, who advises information technology, outsourcing, data privacy and cybersecurity.

Gibson Dunn chair and managing partner Ken Doran said the latest team recruitment was a ‘transformational step in the development of our Paris office by adding strong litigation, arbitration, restructuring and finance capabilities.’

Gibson Dunn Paris head Bernard Grinspan commented: ‘For about six years we’ve been looking to expand in litigation because that is our main strength in the US. We spoke to quite a few teams, we seriously spoke to three or four, and this was far the best. They’re very good, they have the added interest of wanting to combine restructuring and litigation, and they also have a superb finance lawyer [in] Amanda. We’re killing two birds with one stone.’

The top 20 US law firm also opened its Frankfurt office in June last year with the hire of corporate partners Dirk Oberbracht and Wilhelm Reinhardt from Latham & Watkins.

madeleine.farman@legalease.co.uk

For more on the Ashurst’s Paris practice click here

Legal Business

Gibson Dunn, Latham, Slaughters win roles on Ensco’s $839m buyout of Houston’s Oceanics

Gibson Dunn, Latham, Slaughters win roles on Ensco’s $839m buyout of Houston’s Oceanics

Gibson, Dunn & Crutcher, Latham & Watkins and Slaughter and May have won places advising on London-based offshore drilling contractor Ensco’s $839m acquisition of Houston, US’ Atwood Oceanics.

The deal, which creates a combined company valued at $6.9bn, will create the largest jackup fleet in the world with 37 offshore oil rigs.

Atwood Oceanics’ acquisition gives it current operations and drilling contracts across six continents in markets spanning the Gulf of Mexico, Brazil, West Africa, Middle East, North Sea, Mediterranean and Asia Pacific.

Latham & Watkins advised Ensco with a team lead by Houston-based energy partners Sean Wheeler and Debbie Yee. Ensco also turned to Slaughter and May corporate partner Hywel Davies for advice.

Atwood Oceanics was advised by Gibson Dunn with a team including London-based corporate partner Jonny Earle and tax partner Nicholas Aleksander. Houston based Tull Florey lead the team.

In February, Gibson Dunn confirmed it had opened a new Houston office with the firm later taking on six energy partner hires from Baker Botts. Florey, Gerry Spedale, Hillary Holmes, Shalla Prichard, and James Chenoweth joined Gibson Dunn alongside Dallas and Houston based partner Doug Rayburn.

The team joined founding partners Mike Darden, who joined from Latham & Watkins, and Justin Stolte who joined from Apache Corporation. Stolte joined Apache from Latham & Watkins in 2014. The pair previously worked at Baker Botts.

Madeleine.farman@legalease.co.uk

Legal Business

Revolving doors: DAC Beachcroft hires from DWF as Ropes partner quartet leave for Gibson Dunn

Revolving doors: DAC Beachcroft hires from DWF as Ropes partner quartet leave for Gibson Dunn

In another active week for lateral hires, firms have expanded their ranks in the UK and internationally. DAC Beachcroft has added to its Manchester office, while ARC Pensions Law, Gibson, Dunn & Crutcher and McDermott Will & Emery have all also made key hires.

Adding to its Manchester-based employment and pensions group, DAC Beachcroft has hired Philip Harman as a partner. Harman, who joined the firm on 3 April, was previously head of DWF’s employment practice.

DAC Beachcroft head of employment and pensions Alex Lock commented: ‘I am delighted to welcome Philip to the firm and we all look forward to working with him. His depth of knowledge and aspirational nature make him a very exciting new addition to our team.’

McDermott has expanded its London restructuring and insolvency practice, hiring Alan Gar from Simmons & Simmons. Gar arrives at McDermott as a partner, bringing with him significant experience in advising financial institutions on restructuring and insolvency matters. Gar’s appointment follows a string of similar hires in the last year, with the firm appointing Piero Carbone, Michael Holter, Gary Howes and Alicia Videon into its corporate and transactional practice.

Head of McDermott’s London office Andrew Vergunst said: ‘His appointment will continue to build upon the positive momentum taking shape in London. Adding another quality lateral will enable us to further expand our client offering.’

ARC Pensions Law has also added depth to its London office by bringing in Gowling WLG’s partner Jane Kola. Kola, who is a specialist in defined contribution pension schemes, joined the firm on 18 April.

Kola said: ‘I’m convinced that the boutique law firm solution is the best for trustee and corporate clients alike, when it comes to specialist services like pensions.’

Elsewhere in the UK, Mishcon de Reya has hired Alessandra Buonfino as head of international development. Buonfino joined the firm this week, after previously acting as the head of GREAT investors programme and deputy director of the department for international trade.

In Hong Kong, Gibson Dunn has hired a four-partner team from Ropes & Gray. Among the partners moving to Gibson Dunn are the firm’s Hong Kong managing partner Paul Boltz. Joining him are private equity partners Scott Jalowayski and Brian Schwarzwalder and banking partner Michael Nicklin.

tom.baker@legalease.co.uk

Legal Business

Texas rangers: Gibson Dunn and Winston & Strawn launch new offices in the Lone Star State

Texas rangers: Gibson Dunn and Winston & Strawn launch new offices in the Lone Star State

Gibson, Dunn & Crutcher and Winston & Strawn have both added to their footprints in Texas this week, simultaneously announcing new offices in Houston and Dallas respectively.

Gibson Dunn confirmed yesterday (6 February) that it had opened a new Houston office with eight partners, while Winston & Strawn has taken on 23 new partners from eight different firms and has launched an office in Dallas.

Among Winston’s new hires are Norton Rose Fulbright’s head of US business law, Tom Hughes; six partners from Fish & Richardson, including one made up from of counsel; seven from Dallas firm Locke Lord; three from Jones Day; and one each from Greenberg Traurig, Squire Patton Boggs, K&L Gates and Miller, Egan, Molter & Nelson. The Dallas office will be led by managing partners Bryan Goolsby, who is already with the firm, and Thomas Melsheimer, who joins from Fish & Richardson.

Winston has also picked up two real estate partners, Douglas Yeager and Jeffrey Smith, who will join the firm’s existing Houston office from Locke Lord.

Co-chariman Jeffrey Kessler said: ‘The firm’s ability to complete large lateral acquisitions within a short period of time, attracting prestigious attorneys from different law firms, highlights our commitment to strategic growth and integration within key practice areas and markets.’

Gibson Dunn, meanwhile, is yet to confirm which eight partners will be joining the new office in Houston but said the team would have ‘the full range of energy transactional experience’, covering public and private M&A, asset acquisitions and divestitures, and joint ventures; debt and equity capital markets; finance and restructuring; tax and regulatory matters.

The firm already has a presence in Dallas and office head Rob Walters said: ‘Our new Houston office will be initially focused on energy transactions, but we expect the office to work closely with the Dallas office and other lawyers throughout our firm to attract restructuring, litigation, appellate and regulatory opportunities.’

2016 saw both Orrick Herrington & Sutcliffe and UK firm Holman Fenwick Willan (HFW) opening in Houston, 13 partners joined Orrick for the launch including McDermott Will & Emery’s global head of energy Blake Winburne, and DLA Piper’s co-chair of global and US patent litigation Claudia Frost. In November HFW confirmed it had taken over eight-partner Houston litigation firm Legge, Farrow, Kimmitt, McGrath & Brown, giving it a US presence.

madeleine.farman@legalease.co.uk