Legal Business

Dealwatch: US and UK outfits line up on Jack Wills sale, BT fleet group buy-out and Majestic Wine

Dealwatch: US and UK outfits line up on Jack Wills sale, BT fleet group buy-out and Majestic Wine

Fried, Frank, Harris, Shriver & Jacobson, RPC, Mayer Brown and Bryan Cave Leighton Paisner were among the firms to enjoy a pre-summer deal rush this week as Sports Direct bought Jack Wills and private equity player Aurelius acquired BT’s fleet business.

Fried Frank advised high street clothing retailer Jack Wills on the buy-out of its UK businesses with a team led by restructuring and insolvency partner Ashley Katz and including corporate partner Dan Oates, finance partner Neil Caddy, real estate partner Patrick Williams and restructuring and insolvency partner Gary Kaplan.

The deal was the result of a restructuring and pre-packaged administration after Jack Wills fell into administration on Monday (August 5) and a team of KPMG administrators led by partners Will Wright and Chris Pole was appointed.

The £12.75m acquisition by Sports Direct includes acquiring stock, a distribution centre and 100 stores across the UK and Ireland. Owner Mike Ashley agreed to the takeover after winning the bid against Edinburgh Woollen Mill Group owner Philip Day. Last year House of Fraser was acquired in a similar pre-packaged administration deal by Sports Direct for £90m when it out-bid Philip Day.

Sports Direct is a long-standing client of RPC which advised on the takeover.

A Mayer Brown team led by Perry Yam advised Aurelius Equity Opportunities, the equity investment entity of Aurelius Group, on the acquisition of commercial fleet management operator BT Fleet Solutions from BT Group Plc.

Mayer Brown and Bryan Cave Leighton Paisner worked on the transitional arrangements which will ensure that the carve-out from BT is successful, as well as the long-term outsourcing agreement between BT Group and BT Fleet Solutions. BT Fleet Solutions will continue to manage BT’s vehicle fleet nationally after the acquisition.

Co-leader of the global corporate & securities practice and private equity partner Perry Yam told Legal Business, ‘It’s an exciting opportunity for Auerelius to take on a non-core asset from BT and to retain BT as a customer.’

The BCLP team led by BT relationship partner Marcus Pearl and M&A partner Ben Lee advised BT Group.

Pearl, told Legal Business: ‘BT is seeking to focus more and more on investing in the best fixed and mobile networks in the UK and therefore the divestment of this non-core part of BT Group is very much part of its ongoing commitment to the core of its strategy.’

BCLP is a prominent member of BT’s panel and advises both BT and Openreach on strategic M&A, outsourcing, regulatory investigations and litigation and competition matters.

Meanwhile Allen & Overy and Hogan Lovells advised as Majestic Wine Plc agreed to sell its retail and commercial businesses to investment manager Fortress Investment Group.

The deal will see Fortress, which is owned by SoftBank, pay £95m for the businesses, which will continue to trade under the Majestic name.  The deal is subject to European Commission antitrust clearance and Majestic shareholder approval. It is part of Majestic’s plan to focus on driving growth in its Naked Wines business.

The A&O team was led by corporate M&A partner Seth Jones with partners Alasdair Balfour and Nigel Parker advising on antitrust and commercial matters respectively. Tom Whelan, Hogan Lovells’ global head of private equity, advised Fortress on the deal.

Corporate partner Seth Jones told Legal Business ‘It’s a sector that is seeing rapidly changing consumer behaviour which is driving some of the deal activity we are seeing. 2019 has also seen an increase in private equity capital being deployed both in private M&A but also public takeovers.  We’ve really seen private equity go after UK listed companies and deploy the capital that they’ve raised over the last few years and that’s really the stand-out trend for the first half of the year in the UK.’

Finally, Shoomiths is advising Malvern Group administrators KPMG following the announcement of the Group’s collapse last week (July 31). The corporate restructuring and advisory team is led by partner Sarah Teal and headed up nationally by James Keates. Malvern Group owns holiday brands Late Rooms and Super Break.

Legal Business

Life during law: Dominic Griffiths

Life during law: Dominic Griffiths

I didn’t plan a career in law. At school I did those career survey things twice and on both occasions it said I should become a fashion designer.

I have been a bar manager in a country house hotel and then a golf club bar. Great fun. Taught me the concept of keeping people in the line happy. I always say to junior lawyers: ‘Make sure you respond quickly to clients.’ It doesn’t mean you produce all the work in half an hour, as long as they know someone is looking after them.

Legal Business

Mayer Brown’s global revenue nears $1.4bn as PEP spikes 8.2% amid expansive year

Mayer Brown’s global revenue nears $1.4bn as PEP spikes 8.2% amid expansive year

Chicago-bred Mayer Brown saw its global revenue rise 5.8% to $1.38bn as profit per equity partner (PEP) hiked 8.2% to hit $1.7m in 2018.

The growth rate is up from last year, when the firm increased its top line 4.2% to $1.31bn globally. However PEP growth slowed slightly, having grown 8.8% in 2017. Revenue per lawyer saw a 5.9% uptick to $885,000, an improvement on last year’s 5.3% figure.

The results make for a welcome long term picture for Mayer Brown, with the firm enjoying 50% growth in net income since 2012. In 2018, net income hit $466.5m, up 7.3% from 2017. The favourable revenue comes off the back of expansion for the firm, having doubled its size in New York during the reporting period.

Meanwhile Mayer Brown made 50 partner hires globally throughout the year, including moves in London. In the City the firm managed to lure former Norton Rose Fulbright partners Sam Eastwood and Jason Hungerford to the firm in 2018, while last week Mayer Brown secured the hires of DLA Piper duo Michael Fiddy and Amy Jacks.

The City office plans to hire more people throughout 2019 with a focus on building out the private equity practice to rival its historically strong pedigree in finance.

In November, the firm matched its 2017 commitment to the City with its last promotion round, minting four partners.

Overall, American firms performed well throughout 2018 in the City, with Latham & Watkins, Paul Hastings, Milbank Tweed Hadley & McCoy and Reed Smith among those scoring standout financial results for the year.

Legal Business

‘Great synergies’: Mayer Brown adds long-awaited restructuring hires with DLA duo

‘Great synergies’: Mayer Brown adds long-awaited restructuring hires with DLA duo

Chicago-bred Mayer Brown has bolstered its restructuring, bankruptcy and insolvency (RBI) practice with a double hire from DLA Piper in London.

DLA veterans Michael Fiddy and Amy Jacks join Mayer Brown as co-head of the firm’s global RBI practice and co-head of the firm’s UK RBI practice respectively. Fiddy will lead the global group alongside New York partner Brian Trust and Hong Kong-based partner John Marsden, while Jacks takes on her leadership role alongside partner Devi Shah.

‘We have been looking to strengthen our RBI capability for a long time,’ Mayer Brown London senior partner Sally Davies told Legal Business. ‘Team hires are more successful than individual hires and Michael and Amy have great synergies between them.’

Fiddy built his reputation at DLA Piper as global co-chair of the restructuring group while acting for a number of financial institutions, funds, debtors and creditors. He also served as managing director of Fulham Football Club between 2000 and 2002. Jacks, meanwhile, has advised funds, investment and clearing banks, corporates and insolvency practitioners, while also spearheading DLA Piper’s UK restructuring practice.

Fiddy and Jacks are reunited with former DLA partner Alex Dell, who joined Mayer Brown in 2015 in a bid to enhance the firm’s cross border asset-based lending offering. Dell was one of the pull factors for the pair, while Mayer Brown was familiar with Fiddy and Jacks after being on the other side of the table to the two on various mandates.

‘We have been aware of the reputation of these two in the market for a while and we share a number of clients with them,’ Davies added. ‘We’re continuing to look at strengthening our RBI practice to ensure we’re fully joined up globally.’

It is yet to be confirmed when the pair will start at Mayer Brown.

DLA UK managing partner Liam Cowell commented: ‘Both Michael and Amy have made a significant contribution to our team over the years, and we wish them well for the future. We continue to have a very strong Restructuring practice and are regularly involved in some of the UK’s most high profile and complex restructuring matters reflecting the breadth and quality of our practice.’

Legal Business

Mayer Brown makes up four in London as Weil renews City commitment after last year’s promotion drought

Mayer Brown makes up four in London as Weil renews City commitment after last year’s promotion drought

Mayer Brown and Weil, Gotshal & Manges have minted four and three partners respectively in the City amid increased global promotion rounds for the US outfits.

Mayer Brown promoted 34 globally and Weil chalked up 11, with the US getting the lion’s share of promotions at both firms.

For Mayer Brown the promotions, effective from January next year, match its City commitment from last year, when the firm made up four partners as part of a 31-strong global round. However, unlike last year, London outstripped Paris where only two partners were made up.

The new London partners include two in litigation and disputes resolution, one in employment and one in banking and finance. Meanwhile only one of the new City partners is a woman, with banking and finance lawyer Merryn Craske receiving the nod.

On the gender mix, Sally Davies, senior partner of Mayer Brown’s London office, told Legal Business: ‘I’m happy with our commitment. It’s just because of the candidates, I can’t make it two and two like we did last year. We have a number of female lateral hires lined up and globally the story is very good so I’m happy with that.’

Davies added that a number of laterals in the pipeline as well as internal promotions, meant expansion would continue.

Meanwhile, Weil promoted three partners in London in a renewed commitment to the City. Last year the firm promoted no partners in London for the first time since 2010, while this year 11 partners were promoted across the firm’s Frankfurt, London, New York and Silicon Valley offices.

Private funds, structured finance, and business finance and restructuring received a partner apiece in London, with Gemma Sage being the only woman promoted. New York received the majority of the new partners, with six being made up, an increase of two from last year.

‘I am very pleased to announce this group of diverse and talented lawyers who make up our new partner and counsel class,’ said Weil’s executive partner Barry Wolf. ‘They practice across the firm’s four departments, corporate, litigation, business finance & restructuring and tax, highlighting the strength of our global platform.’


Mayer Brown London promotions:

Giles Bywater – Pensions

Merryn Craske – Banking and finance

James Morris – Litigation and dispute resolution

James Whitaker – Litigation and dispute resolution


Weil, Gotshal & Manges London promotions:

James Bromley – Private funds

Alexander Martin – Structured finance

Gemma Sage – Business finance and restructuring

Legal Business

NRF loses veteran litigator Eastwood to Mayer Brown in further exit as Reed Smith scoops Pinsents’ Middle East head

NRF loses veteran litigator Eastwood to Mayer Brown in further exit as Reed Smith scoops Pinsents’ Middle East head

Mayer Brown and Reed Smith are continuing their recent expansion trajectories, this time at the expenses of Norton Rose Fulbright (NRF)’s London base and Pinsent Masons’ Middle East operations.

NRF saw the exit of one of its most senior London partners as veteran litigator Sam Eastwood headed for the door after three decades to join Mayer Brown.

Investigations and compliance partner Jason Hungerford has also left NRF for the Chicago-bred shop after seven years.

Eastwood joined legacy Norton Rose in 1989 and most recently acted as the firm’s business ethics and anti-corruption head after launching the group in 2008. Specialising in anti-bribery and regulatory compliance work, he played a key role in securing engineering company IMI as a client for NRF in 2015, becoming one of the company’s relationship partners.

Hungerford, who is dual qualified in the UK and US, joined NRF as a senior associate in 2011 after a spell at White & Case’s Washington DC base. He advises clients on government and internal investigations as well as compliance programmes related to US, UK and EU economic sanctions, export controls, anti-bribery and anti-money laundering laws.

Ian McDonald, co-leader of Mayer Brown’s litigation and dispute resolution practice, told Legal Business that Eastwood was ‘an ideas person’: ‘He is somebody who has built that practice at NRF and I am always attracted by people who have thinking and ideas, not just clients and existing business.’

Of Hungerford he said: ‘In addition to the white collar side he has a particular expertise in sanctions and global trade. In a world where we have Trump throwing sanctions around like confetti and Brexit we anticipate that’s an area that will grow.’

The hires will replenish Mayer Brown’s London litigation practice after partner Tom Duncan quit for Ashurst at the beginning of the month.

Mayer Brown has been in expansion mode this year, hiring Fried Frank, Harris, Shriver & Jacobson London finance head Stuart Brinkworth to its City bench and Allen & Overy’s global co-head of leveraged finance Scott Zemser in New York.

For its part, NRF had a bumpy first half of 2018, losing a number of partners in the US and Asia.

Meanwhile, Pinsents lost its Middle East head Sachin Kerur, who will now lead Reed Smith’s Dubai and Abu Dhabi operations.

Kerur will join Reed Smith together with Pinsents’ construction partner Michelle Nelson, a move which reunites the duo with former Pinsents’ arbitration partner Shourav Lahiri, who left the firm in 2013 to launch his own Singapore shop.

Reed Smith’s chair of energy and natural resources Prajakt Samant said the firm was ‘over the moon to have Sachin, Michelle and Shourav join us’: ‘[They] are regional veterans in the Middle East legal world, each widely acknowledged as outstanding practitioners and strategic thought leaders.’

A spokesperson for Pinsents said: ‘Our 90-strong Middle East business has expanded rapidly over the last two years as evidenced by our joint venture with Alsabhan & Alajaji and the appointment of the market-leading projects team in the region. It remains a key market for us and we will continue to invest in line with our strategic focus on the energy and infrastructure sectors.’

These are the latest in a series of laterals for Reed Smith, which earlier this year hired five partners from NRF in the US and Macfarlanes investment fund finance group leader Bronwen Jones in the City.

Legal Business

Revolving Doors: Paul Hastings lands Bakers FinReg veteran as Reed Smith hires City IP expert and Mayer Brown appoints Fried Frank’s UK finance head

Revolving Doors: Paul Hastings lands Bakers FinReg veteran as Reed Smith hires City IP expert and Mayer Brown appoints Fried Frank’s UK finance head

In what has otherwise been a relatively subdued week for City laterals, Paul Hastings, Reed Smith and Mayer Brown have bolstered their London partner ranks with financial regulatory, intellectual property (IP) and finance hires respectively.

Paul Hastings continued its recruitment spree with the hire, announced today (11 June), of partner Arun Srivastava from Baker McKenzie, where he spent more than 22 years and headed its financial services regulatory group. He has also spent a year with the Financial Services Authority on secondment between 1999 and 2000.

Srivastava will now lead Paul Hastings’ London regulatory and fintech payments practice.

The hire comes as the firm looks to expand its London offering, having recently made two headline hires in the form of Linklaters’ M&A heavyweight Roger Barron and private equity star Anu Balasubramanian from DLA Piper.

Seth Zachary, chair of Paul Hastings, said: ‘Arun is one of the leading financial regulatory lawyers in London and will enhance our capabilities across our finance, fintech and payments, funds and transactional practices. It is central to our growth strategy in London that we attract the finest lawyers in their specialisms, and Arun’s practice and pedigree in the regulatory space will be extremely helpful for us.’

Meanwhile, Pittsburgh-bred Reed Smith has hired Howard Womersley Smith as a partner in its London IP, tech and data practice from Cambridge tech law firm Taylor Vinters. He was previously a partner and head of fintech and data at that firm since 2015, acting for financial services providers on the customer and supply sides, as well as advising clients on data protection and GDPR compliance.

He had previously worked in-house at COLT Telecom and Standard Chartered Bank, where he was global head of legal and compliance for commercial and tech matters.

Cynthia O’Donoghue, head of international information technology at Reed Smith, said: ‘Howard brings with him a great depth of knowledge on current issues such as GDPR, as well as a true specialism in fintech and financial services which align perfectly with our sector focus at Reed Smith. Our IP, tech and data practice continues to experience a growing demand from clients across the global network.’

For its part, Mayer Brown is understood to have hired Fried Frank London finance head Stuart Brinkworth (pictured) to its City bench. Brinkworth joined Fried Frank from Hogan Lovells in 2015, tasked with building debt fund relationships with clients in London and supporting the firm’s private equity practice.

North of the border, TLT hired banking and finance partner Douglas Gourlay from Weighmans, where he led the UK real estate finance practice.

Mayer Brown also announced two US hires from Morgan Lewis aimed at bolstering the firm’s offering to Japanese clients. Satoru Murase joins the firm’s New York corporate and securities practice. He advises on a range of M&A, litigation and finance matters, having also acted on employment and government relations matters.

Yoshihide Ito, who specialises in international trade policy, economic trade sanctions and trade disputes, will join Mayer Brown’s Washington DC government and global trade practice.

Philip Brandes, co-leader of Mayer Brown’s corporate and securities practice, said: ‘As Japanese companies navigate global markets, they seek lawyers well-versed in cross-border investment, litigation and regulatory matters. Satoru and Yoshi check all the boxes.’

King & Spalding hired Marc-Olivier Langlois to its trial and global disputes practice in Paris from Hughes Hubbard & Reed, where he was co-chair of the firm’s construction disputes group.

Langlois is a member of the International Chamber of Commerce (ICC) task force on maximising the probative value of witness evidence, and has acted on commercial arbitrations, pharmaceutical licencing and defence contracts.

In Asia, Orrick recruited at the expense of Dentons as Sarah Zeng joined the firm’s private equity practice in Beijing. Zeng had been managing partner of Denton’s Beijing office, and has previously worked in-house as general counsel of Chinese engine manufacturer Weichai Power. Zeng becomes the 18th partner to join Orrick’s global M&A practice since 2016, and the fourth in China in the past year.

Dentons meanwhile has secured an addition of its own, with the firm bringing in Royal Bank of Scotland (RBS) shared operations director Lisa Sewell as its new UK and Middle East managing director. Sewell had spent ten years at RBS, having also worked as head of bank-wide simplification, before leading a team of 7,500 across the UK, Poland and India.

Legal Business

UK rules: London in the spotlight as Mayer Brown appoints City veteran Clay as managing partner

UK rules: London in the spotlight as Mayer Brown appoints City veteran Clay as managing partner

In a marked shift in leadership away from its Illinois roots, Global 100 giant Mayer Brown has appointed City-based veteran Jeremy Clay as its new managing partner.

Global real estate head Clay will replace Washington-based litigator Kenneth Geller, who took on the role in 2009.

Appointed by the firm’s management committee and partnership board, Clay was a partner at legacy Rowe & Maw and one of those behind its 2002 takeover by Mayer, Brown & Platt. A member of the management committee since 2012, he built his reputation in the firm’s property practice.

Last year his team acted on headline deals for two of London’s landmark buildings, the £1.3bn purchase of the Walkie Talkie by Hong Kong investors LKK Health Products and the £1.15bn acquisition of the Cheesegrater by Chinese investment group CC Land.

Clay will now split his time between Mayer Brown’s New York and London offices, but the firm said he will also continue to work with his real estate clients.

Clay will lead the firm alongside Chicago-based chairman Paul Theiss, elected to the role in 2012. Thiess said Clay’s ‘broad experience in the firm brings a positive dynamic perspective as we continue our evolution as a world-class, global law firm’.

Clay’s appointment comes after a mixed 2017 for Mayer Brown. Globally the firm grew revenue 4% to $1.31bn, while partners claimed the London office outpaced global growth increasing both revenue and profits by double digits.

But in the City it saw an 18% headcount decrease to 230 due to a number of departures to firms including Kennedys and Gibson, Dunn & Crutcher – although in February the firm added private equity partner Neil Evans from Simpson Thacher & Bartlett.

Long outpaced by pacier Chicago rival Kirkland & Ellis, Clay’s appointment reflects Mayer Brown’s attempt to focus on its image as a global firm.

Speaking to Legal Business at the beginning of this year, Clay stressed the point: ‘Along with the Chicago office, the connection of London, New York and Hong Kong is part of the backbone of the firm, one of the things that positions us very well. We have 200+ lawyers in each of them. Not many firms have that and we need to work hard at continuing to develop this.’

For more on Mayer Brown and the leading US firms in the City, read our Global London report (£)

Legal Business

International round-up: Mayer Brown launches in Japan as Mills & Reeve cements European ties

International round-up: Mayer Brown launches in Japan as Mills & Reeve cements European ties

Mayer Brown will open a new office in Tokyo next year after hiring the former head of Ashurst’s Tokyo office.

Rupert Burrows, Ashurst Tokyo’s former managing partner, will lead a new team at Mayer Brown as it looks to expand its offering in Japan in 2018.

Burrows has been based in Ashurst’s well-established Tokyo practice for the past 20 years, is fluent in Japanese and highly regarded for his oil and gas, chemical and infrastructure work.

Mayer Brown chairman Paul Theiss said the firm wanted to establish an on-the-ground presence in Japan after clients told them it was needed. ‘Consistent with our wider strategic goal to have a strong presence in all of the major financial centres of the world and with our client-led initiative in Japan, we now intend to open in Tokyo in the first half of 2018.’

An Ashurst spokesperson said Burrows was leaving the firm’s Tokyo office by mutual consent, adding that the Japanese business was performing well and that firm intended to grow it further.

In other international news, the instability surrounding Brexit has led to Mills & Reeve formalising two decade-long relationships it has in Europe.

The UK firm said last week it had signed affiliation agreements with Graf von Westphalen in Germany and Van Benthem & Keulen in The Netherlands. The East Anglia-based national firm has worked with each for around 10 years in M&A, private equity, flotations, corporate finance, employment law and commercial disputes. It also has joint legal training programmes and secondee exchanges with both firms.

Graf von Westphalen, which was once part of Osborne Clarke’s European alliance before breaking into separate parts around the turn of the Millennium, has five offices across Germany in Berlin, Düsseldorf, Frankfurt, Hamburg and Munich, while Van Benthem & Keulen is based in Utrecht.

Mills & Reeve head of international Tom Pickthorn commented: ‘With the uncertainties and opportunities arising from Brexit, it is more important than ever that we can provide our clients a seamless services in these key markets.’

Legal Business

China buys: Mayer Brown and BLP land key roles on £1.3bn Walkie Talkie sale in record property deal

China buys: Mayer Brown and BLP land key roles on £1.3bn Walkie Talkie sale in record property deal

Mayer BrownBerwin Leighton Paisner(BLP) and CMS Cameron McKenna Nabarro Olswang all advised on the £1.3bn purchase by Hong Kong investors LKK Health Products of London landmark skyscraper, 20 Fenchurch Street, or the ‘Walkie Talkie’.

In the UK’s largest property deal to date, Mayer Brown UK real estate head Chris Harvey told Legal Business that the transaction demonstrates further appetite from foreign investors including new entrants to the London market.

‘Asian investors have been very active over the last five years and there is clearly no lack of appetite. This is likely to continue as Asian investors see London still as being a safe haven and comparatively good value compared to their home markets, especially with the depreciation of the pound,’ he added.

LKK, a member of Hong Kong-based food company Lee Kum Kee Group was advised by a Mayer Brown team. UK real estate head Chris Harvey and global head of real estate Jeremy Clay led, with real estate partners Andrew Hepner, Caroline Humble, Anita Jones and Pat Jones, antitrust partner David Harrison and construction partner Jonathan Olson-Welsh.

Corporate and securities partners Jeremy Kenley, Connor Cahalane and Tim Nosworthy, employment and benefits partner Nick Robertson and tax partner Sandy Bhogal all also worked on the deal.

BLP advised co-seller The Canary Wharf Group. BLP’s investment management head, Antony Grossman and chairman Robert MacGregor led its team.

CMS acted for co-seller real estate investment trust Landsec, previously Land Securities, with real estate partners Victoria Henry and Barry Morris and tax partner Nick Burt leading.

The sale follows that of the ‘Cheesegrater’ building for £1.15bn earlier this year to Chinese-owned CC Land, in which BLP and Mayer Brown, alongside Herbert Smith Freehills, advised on one of the largest Chinese purchases of UK real estate.