Legal Business

Kiss the ring – patronage, in-fighting and exits threaten to stall Kirkland’s bandwagon

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Jaishree Kalia sizes up the clashing egos and driving ambition at Kirkland’s City arm.

Flashy cars, Dom Pérignon and top dollar are just some of the things associated with Kirkland & Ellis’ City high-flyers. The top ten global law firm has been highly successful in London since setting up shop in 1994 to service trophy client Bain Capital. The practice is certainly substantial, generating over $180m in 2015, according to one partner.

Legal Business

Sidley Austin hikes associate pay to secure Kirkland movers amid plans to launch in Munich

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Sidley Austin is upping its game in the City by announcing it will increase the salary of all its London associates to at least £100,000.

The firm is also making plans to launch a new office in Germany to service some of the new clients it will be taking on.

The pay hike comes as part of the firm’s play to secure a team of associates arriving from Kirkland & Ellis, along with a six-partner team that was recruited in February.

Under the changes, newly qualified associates will receive £10,000 more to £100,000 from 1 May this year.

It is understood that one year post-qualification experience (PQE) associates will see wages rise from £95,000 to £105,000 while two years’ PQE will see pay packets increase from £105,000 to £115,000. Associates with three years’ PQE will take home £129,000, an increase of £14,000 more than before.

Sidley is also giving some of the new partners and the team of seven associates a signing-on fee of up to £100,000 each in addition to their salaries.

City private equity partners Erik Dahl, Christian Iwasko and Fatema Orjela alongside banking partner Bryan Robson, corporate partner Sava Savov and tax partner Oliver Currall quit Kirkland & Ellis in February to join Sidley Austin and improve its private equity offering.

Sidley is also in the process of launching a Munich office, mainly to service Dahl’s clients. Dahl – who served as an officer in the US Army earlier in his career – worked out of both London and Munich while at Kirkland.

The office would be the firm’s first base in Germany having axed its Frankfurt office in 2014 following a spate of partner exits that put the office under a review in 2013.

jaishree.kalia@legalease.co.uk

Legal Business

City office grows faster than US as Kirkland posts 7% global revenue hike

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While a handful of high-profile departures has meant Kirkland & Ellis has been the subject of much speculation in the City lately, the firm’s non-US revenue is up around 10%, growing faster than the firm’s overall revenue, driven by London growth.

The US firm has continued to post robust numbers with a global revenue of $2.3bn from $2.15bn in 2015. While turnover is up 7%, profits per equity partner had a slower uptick growing just 3% to $3.6m. In 2014, partner profits surpassed the $3.5m mark rising 7% to $3.51m, which came after a 1% increase in 2013 to $3.28m.

Revenue per lawyer grew 4% to $1.4m, with a similar increase in the global headcount which rose 3% to 1,619 fee-earners from 1,576 the previous year. Equity partner headcount grew 4% from 337 to 351 while non-equity partner numbers grew 3% to 405 from 395.

In line with many other US firms, Kirkland’s non-US arm grew faster than the firm’s domestic component, bringing in a double-digit revenue increase of around 10% – three percentage points higher than the firm’s overall growth.

Of Kirkland’s 12 offices, revenue at the firm’s five international offices – London, Munich, Hong Kong, Shanghai and Beijing – stood at just under $200m in 2015, with London being the largest contributor with an estimated $180m in turnover, Legal Business understands.

Some key deals in the London office this year include advising Montagu Private Equity on its sale of CliniSys to Roper Technologies; acting for Triton Investment Advisors with the sale of its portfolio company Inflight Services Europe to Gate Gourmet; and representing CapVest Partners in its acquisition of IBA Molecular from SK Capital.

Kirkland’s London headcount has grown 17% in the last year and doubled its overall size in the last five years. The office now houses some 174 fee-earners and 62 partners, though a large number of these are non-equity partners. The firm made one of its largest promotion rounds in the City last year making up eight lawyers which amounts to 13% of the total City partner count.

But despite its strong performance the office has been criticised for offering what is viewed by some as excessive compensation packages to lure in talent from rivals – mainly for the hire of Stephen Lucas – one of the best-known names in the leverage buyout market – from Weil Gotshal and Manges in 2014.

Last year, the firm made five high-profile lateral hires in the City, which saw Linklaters’ corporate duo Matthew Elliott and Roger Johnson join, alongside fellow competition partner Paula Riedel; and debt finance partner Michael Steele from Freshfields Bruckhaus Deringer; as well as tax partner Jonathan Kandel also from Weil, Gotshal & Manges.

However, the London office has also seen a fair few departures recently including the notable exit of a six-partner team to Sidley Austin at the end of February, and the exit of capital markets partner Andrew Hagan to Freshfields Bruckhaus Deringer.

jaishree.kalia@legalease.co.uk

Legal Business

Travers Smith and Kirkland take lead roles as Micro Focus agrees $540m acquisition of Serena Software

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Against sluggish levels of transactional activity of late, Travers Smith and Kirkland & Ellis have landed lead advisory roles on the $540m acquisition by Micro Focus of US firm Serena Software.

UK software firm Micro Focus will acquire Serena Software on a cash and debt free basis for $540m in cash, to be settled through the repayment of its net indebtedness (estimated at approximately $252m) and the purchase of Serena Software’s entire share capital for approximately $288m, subject to customary working capital and other adjustments.

To fund the bid, Micro Focus will raise about $216m through a placing underwritten by Numis Securities.

Travers Smith corporate head Spencer Summerfield advised the firm’s longstanding client Micro Focus on the deal with Serena Software, which provides software that can track and make changes to other application systems during the development process.

Summerfield was supported by tax partner Simon Yates, while US advice was provided by Wilmer Cutler Pickering Hale and Dorr. A team led by Summerfield also acted for Micro Focus on its high-profile merger with the Attachmate Group in 2014.

Kirkland & Ellis corporate partner Travis Nelson led a team based in Palo Alto advising Serena Software.

The deal is conditional on competition clearances in the USA and Germany and is expected to take place in May 2016.

Summerfield said: ‘Micro Focus’ acquisition of Serena Software is a significant development, demonstrating the continued success of Micro Focus in executing its buy-and-build strategy. We are very pleased to have assisted Micro Focus on this important transaction, which will help consolidate Micro Focus’ position as a global leader in the software marketplace.’

sarah.downey@legalease.co.uk

Legal Business

Exit strategy: Kirkland & Ellis doubles notice period for equity partners

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US firm Kirkland & Ellis has doubled the notice period for all of its global equity partners from 60 days to 120, while introducing a 30-day notice period for all non-equity partners.

The new notice requirements came into effect this week, so all those that departed the firm prior to the announcement have avoided being held to the new notice periods.

Typically, US firms do not have gardening leave so the new constraints will give outgoing partners less leverage in an exit discussion, and will make it harder for other partners and associates to depart with them.

The new notice requirements have not affected the recent departures in London which saw Kirkland lose capital markets partner Andrew Hagan who quit to join Freshfields Bruckhaus Deringer within days of the firm losing a six-partner team to Sidley Austin.

Hagan will join the Magic Circle firm in April this year and is a boost for Freshfields which is steadily building its debt markets team. Last year, Freshfields hired high-yield expert Ward Mckimm after it lifted the cap from the top of its lockstep to include a higher pay band offering competitive compensation.

The six-partner team set to join Sidley Austin includes city private equity partners Christian Iwasko, Erik Dahl and Fatema Orjela alongside banking partner Bryan Robson, corporate partner Sava Savov and tax partner Oliver Currall.

jaishree.kalia@legalease.co.uk

Legal Business

Kirkland & Ellis suffers London mass exit as seven partners walk out in less than a week

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Kirkland & Ellis has lost capital markets partner Andrew Hagan to Freshfields Bruckhaus Deringer, within days of the firm losing a six-partner team to Sidley Austin.

Hagan will join the Magic Circle firm in April this year and is a boost for Freshfields which is steadily building its debt markets team. The hire comes after the recruit of high-yield heavyweight Ward McKimm who quit Kirkland to co-head Freshfields European leveraged finance team in London in June 2015.

Some of Hagan’s deal highlights include advising Credit Suisse, Barclays, JP Morgan and KKR in connection with R&R Ice Cream’s offering of €150m senior secured notes due 2020; and representing CVC Capital Partners on the issuance of €550m floating rate senior secured high-yield bonds due 2021 to finance of CVC’s acquisition of ParexGroup Participations SAS.

Freshfields global finance group head David Trott said: ‘The firm is rightly regarded as a first choice for European high yield transactions and Andy’s experience and expertise will ensure that we continue to develop our market-leading leveraged finance platform and to offer clients a first-class high yield capability.’

The news comes after a six-partner team from Kirkland announced they would exit the firm to set up a City private equity team at Sidley Austin. While there has been a lateral partner revolving door between Kirkland and other rival firms, Kirkland rarely loses a sizeable team like this.

City private equity partners Christian Iwasko, Erik Dahl and Fatema Orjela alongside banking partner Bryan Robson, corporate partner Sava Savov and tax partner Oliver Currall are set to exit Kirkland to join Sidley Austin.

The team hire will improve Sidley Austin’s private equity offering which currently only cites one partner, Stephen Blackshaw, who also co-heads the corporate group, as advising on private equity transactions in London; alongside two other partners who are also based in the US.

jaishree.kalia@legalease.co.uk

Legal Business

Cravath and Kirkland ride pharma wave to win places on $5.8bn Abbott-Alere deal

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Already two of the big winners from the merger bonanza in the pharmaceuticals sector, Cravath, Swaine & Moore and Kirkland & Ellis have won mandates advising on the $5.8bn purchase of diagnostic testing company Alere by Abbott Laboratories.

Illinois-based Abbott, which made $20.4bn in sales in 2015, agreed a deal to pay $56 per common share for Alere as it bulks up its diagnostics business. This is a 51% premium on Alere’s share price on Friday.

Cravath fielded New York M&A partners Scott Barshay and Keith Hallam for Alere, whose disease and flu testing equipment is used in doctors’ offices, clinics and at home. Barshay is one of the Wall Street stalwart’s biggest deal doers, having also billed his time on drinks giant Anheuser Busch InBev’s $107bn proposed acquisition of Peroni-making rival SABMiller, and Heinz’s $60bn merger with chocolate conglomerate Kraft to form Kraft Heinz.

Kirkland’s New York-based corporate partners Daniel Wolf and David Feirstein were selected by Abbott to advise on the deal. The instruction is the latest in a string of pharma deals executed by Wolf, who was picked by Baxalta, a maker of haemophilia and leukemia drugs, to handle its $32bn sale to Ireland’s Shire. He also counts Bristol-Myers Squibb and Teva Pharmaceutical as clients.

The total value of global pharma M&A in the first three quarters of 2015 rose 46% to $251.5bn according to a recent report from analysts at MergerMarket. This was largely driven by US companies investing in European rivals or companies targeting rare diseases.

tom.moore@legalease.co.uk

Legal Business

US firm partner promotions: Kirkland elevates eight in London, while Goodwin Procter promotes one

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In its latest global partnership promotion round, Kirkland & Ellis has promoted another eight of its London associates to partner, the same as last year, as 90 lawyers join the firm’s 735-global partnership. 

While London saw 8% of the firm’s total promotions, 87% were made in the US with the largest group in Chicago – Kirkland’s original hometown – which had 38 associates move up the ranks, followed by 18 in New York and 10 in Washington DC.

The remainder were appointed in Los Angeles, San Francisco and Palo Alto in the States; Hong Kong and Shanghai which saw one associate promotion each; while two were made up in Munich.

While the firm does not tend to promote partners as equity members, it is known to make up associates earlier on in their careers and therefore has a large number of junior partners. Associates to make partner in London included Carl Bradshaw, Aprajita Dhundia, Justin Gardner and Fatema Orjela in corporate; Robert Bradshaw and Kirsteen Nicol in debt finance; Jifree Cader in restructuring; and Neema Dowson-Collins in litigation.

Meanwhile, Goodwin Procter has promoted 19 lawyers to partner, with just one making the cut in London. The addition of newly made-up City partner James Spence brings partner headcount at Goodwin Procter London office to eleven.

‘We are delighted to welcome James to the partnership,’ said David Evans, London office chair. ‘His promotion is another step in the development of our European real estate capabilities, and follows the appointment of Richard Lever and Simon Fulbrook as partners in our private equity practice earlier this year.’

Partner promotions for both firms went into effect 1 October.

jaishree.kalia@legalease.co.uk

Legal Business

Rapidly recruiting: Kirkland takes Linklaters’ corporate heavyweight Johnson

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Kirkland & Ellis has hired a fourth partner this year from Magic Circle rival Linklaters, as the head of private equity in the Nordic region and City corporate partner Roger Johnson is to depart. 

It is understood two associates will leave alongside Johnson to become salaried partners at Kirkland’s London office.

Johnson will join fellow teammates Paula Riedel, who was Linklaters’ former head of competition and antitrust who moved to Kirkland in May, and corporate partner and head of real estate M&A heavyweight Matthew Elliott, who departed Linklaters after more than 17 years in February. 

Linklaters’ Asian offering also suffered a blow after Kirkland hired Hong Kong debt finance partner David Irvine earlier this month to boost its Asia business. This followed Linklaters losing finance and energy partner Thomas Ng in April and capital markets partner David Ludwick in March, who both joined rival firm Freshfields Bruckhaus Deringer in Hong Kong, while Davis Polk & Wardwell also hired capital markets partner Jon Gray from the Hong Kong office.

Another recent high-profile Kirkland-recruit included taking Freshfields finance partner and relationship partner for The Blackstone Group and Goldman Sachs Michael Steele in July as Kirkland develops its banking practice.

The exit of Johnson comes ahead of leadership changes at Linklaters as this week a final three-man shortlist was revealed to replace Simon Davies as the firm’s managing partner.

Johnson’s practice has solely focused on advising private equity houses and financial sponsor clients on leveraged M&A and portfolio assistance, including restructuring advice. Some of his key clients at Linklaters include EQT, Triton, Ontario Teachers’ Pension Plan Board and 3i. Recommended by The Legal 500, Johnson is described as a ‘solution-driven and customer-oriented lawyer’ and lauded for his ability in large cap deals.

Kirkland has not been able to avoid losing talent either with several partners departing this year including high-yield heavyweight Ward McKimm who left to join Freshfields, and a trio of funds partners led by Mark Mifsud, as well as Graham White, who joined Fried, Frank, Harris, Shriver & Jacobson. Stephen Gillespie also quit Kirkland for Gibson, Dunn & Crutcher late last year, while Proskauer Rose hired M&A partner James Howe in June, and in April, disputes partner Ulrich Payne departed for Ogier’s Cayman Islands office.

jaishree.kalia@legalease.co.uk

Legal Business

Linklaters finance partner Irvine heads to Kirkland in latest exit from Hong Kong office

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For the third time this year and dealing a blow to Linklaters‘ Asian objectives, Kirkland & Ellis has recruited from the Magic Circle firm’s ranks and hired Hong Kong debt finance partner David Irvine.

Bolstering Kirkland’s Asia offering, Irvine quits after 14 years with the Magic Circle firm, having joined as an associate in 2001. He became a managing associate in 2005 and made partner in 2008, relocating to Hong Kong where he was a registered foreign lawyer.

He has experience in cross-border leveraged and acquisition finance and has worked on arrange of deals including the HK$9bn redevelopment of the Glaxay Macau resort complex and the HK$2.9bn leveraged buy-out of Hong Kong Broadband Network by CVC.

His exit comes after Linklaters lost finance and energy partner Thomas Ng in April and capital markets partner David Ludwick in March, who both joined rival firm Freshfields Bruckhaus Deringer in Hong Kong, while Davis Polk & Wardwell also hired capital markets partner Jon Gray from the Hong Kong office.

This is the third time Kirkland & Ellis has turned to Linklaters in 2015, having already hired UK competition chief Paula Riedel in May, and real estate M&A head Matthew Elliott who joined Kirkland in February.

The departure is also the latest in a string of senior exits from Linklaters to US firms this year, with the firm’s global energy co-head Matthew Hagopian and partner Manzer Ijaz leaving for Milbank, Tweed, Hadley & McCloy in February while in June former German international board member Eva Reudelhuber departed for Gleiss Lutz.

Other firms that have made recent moves in Hong Kong include Paul Hastings that benefitted from Fried, Frank, Harris, Shriver & Jacobson’s office closures in Hong Kong and Shanghai with the hire of corporate duo Douglas Freeman and Victor Chen; while Mayer Brown’s Asia arm formed an association with the Hong Kong office of Chinese firm Jingtian & Gongcheng; and Cleary Gottlieb Steen & Hamilton picked up Shearman & Sterling capital markets partner Shuang Zhao.

jaishree.kalia@legalease.co.uk