Legal Business

£1.1bn of student digs: Nabarro, Clifford Chance and Morgan Lewis take lead on Liberty Living acquisition

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Nabarro and Clifford Chance have picked up a major real estate instruction advising on the £1.1bn acquisition of UK student accommodation provider Liberty Living by Canada Pension Plan Investment Board (CPPIB).

One of the UK’s largest student accommodation providers with over 40 residences located in 17 of university towns and cities, the deal saw CPPIB acquire 100% of the Liberty Living management platform and Liberty Living Management Two from the Brandeaux Student Accommodation Fund to create a single integrated company.

Nabarro advised CPPIB with a cross-practice area team including funds and indirect real estate partner Amanda Howard alongside partner Christopher Luck, real estate partner Nick Collins, banking & finance partner Mike Delaney, tax partner Kirsten Prichard Jones, intellectual property partner Louise Gellman, employment partner Richard Brown and pensions partner Anne Marie-Winton.

Magic Circle firm Clifford Chance advised the Brandeaux Student Accommodation Fund with a team including partners Adrian Levy, Imogen Clark, Catherine Cook and David Saleh. London partner Iain Wright, with support from partner Kate Habershon, led for Morgan Lewis & Bockius which advised the owner of Liberty Living Management Two.

Commenting on the acquisition, Nabarro partner Amanda Howard said: ‘The student accommodation sector is now a key part of many global investment portfolios. The number of overseas students coming to study in Britain has triggered exponential growth. We are always excited to work on deals of this scale and complexity for international investors. CPPIB is perfectly placed to develop the Liberty Living brand.’

Other major instructions handled by Nabarro include partner Marie Scott advising Google on the £1bn acquisition and development of a site at Argent’s King’s Cross estate in 2013 for the development of its new UK headquarters, which includes around one million square feet of office space.

Clifford Chance also recently landed a leading role on the acquisition by Legal & General Property of Bishopsgate Long Term Property Fund Unit Trust and its 24-strong portfolio of commercial properties for £370m, on which it advised Dutch fund pension fund manager PGGM which partnered with Legal & General.

sarah.downey@legalease.co.uk

For more on real estate activity, see Back in the game – revival at last for real estate but the players have changed

Legal Business

2,000 lawyers across 28 offices: Bingham loses out on rescue merger as Morgan Lewis acquires 227 partners

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Following much touted speculation of the potential merger between US firms Morgan, Lewis & Bockius and Bingham McCutchen, Morgan Lewis has decided to cherry pick 227 partners.

Morgan Lewis’ partnership voted on 14 November in favour of a mass team hire as opposed to a merger or rescue deal between the two firms.

The move leaves Boston-bred Bingham with a smattering of lawyers and up to 14 office leases, and it is unclear at present what these partners intend to do. It is understood that Bingham McCutchen’s partnership voted in favour of the merger early last week.

The additions mean Morgan Lewis will house nearly 2,000 lawyers in 28 offices across the US – with particular concentration along the East and West – and in Europe, Asia, and the Middle East. The partners are expected to join Morgan Lewis before the end of November 2014.

Bingham was listed as having 298 partners in the Global 100, while Morgan Lewis had 494 partners, meaning the acquisition takes Morgan Lewis’ partnership to over 700.

The acquisition raises serious questions regarding Bingham McCutchen’s future and follows the collapse of its London office after Akin Gump Strauss Hauer & Feld combined with a 28-strong team led by James Roome from Bingham that also included partners in Hong Kong and Germany. The move brought together Akin Gump’s financial restructuring practice in the US with the London-based leaders of Bingham McCutchen’s financial restructuring group.

News of Bingham McCutchen’s loss follows a tough year of falling revenues. While the firm weathered the financial downturn extremely well thanks largely to a booming restructuring practice, Bingham suffered a 12.6% drop in global revenues in 2013 to $762m from $871.8m in 2012. London revenue was down 4.4% to $52.3m in 2013 from $54.7m in 2012 which Roome attributed to a much softer debt restructuring market in 2013. Revenue per lawyer in the City was also down by 6% to $1.09m from $1.16m last year.

jaishree.kalia@legalease.co.uk

Legal Business

Mergerwatch – discussions crank up a gear as Morgan Lewis and Bingham look set to combine

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After months of wrangling, the heavily trailed union between Global 100 firms Bingham McCutchen and Morgan, Lewis & Bockius looks set to go ahead, after a pre-recorded voicemail message from Bingham managing partner Steven Browne informed partners of the proposed union on Friday (19 September).

Neither party has issued a statement nor a letter of intent to merge as yet with the partnerships of both firms expected to vote on the proposed union this week. The potential merger was first reported by Reuters in July, which stated that Bingham had approached a number of firms with a view to a tie-up, including Morgan Lewis, after the firm suffered a difficult year financially in 2013 with revenues falling by 13%. Last week, it was reported that a branding management company had registered a series of domain names, including Morgan Bingham or Morgan Lewis Bingham.

The merger would create a firm with more than 2,000 lawyers across 28 offices, with combined revenues of close to $2bn, with Morgan Lewis the significantly larger outfit. The 1,400-lawyer Philadelphia firm posted revenues of $1.29bn in 2013, compared to Boston-based Bingham, which posted $762m.

There is considerable parity in key financial metrics across both firms, Morgan Lewis has a revenue per lawyer of $947,000 compared to $958,000 at Bingham, while profits per equity partner at both firms are $1.57m and $1.47m respectively.

However, the majority of Bingham’s $50m London team will not be part of any deal , after the firm experienced one the largest-ever team losses in the City last week when 22 partners, including 17 in London and the entirety of its well-regarded UK financial restructuring team, quit for Akin Gump Strauss Hauer & Feld.

mark.mcateer@legalease.co.uk

For more on this story, see the The American Lawyer

 

Legal Business

Bayer’s $14.2bn acquisition from Merck spins out roles for Sullivan, Fried Frank, Morgan Lewis and Cleary

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The $14.2bn acquisition of Merck’s consumer care business by German pharmaceutical giant Bayer has spun out roles for a clutch of leading US law firms, as Sullivan & Cromwell advises longstanding client Bayer opposite Fried, Frank, Harris, Shriver & JacobsonMorgan, Lewis & Bockius; and Cleary Gottlieb Steen & Hamilton for Merck.

At Fried Frank corporate partners David Shine and Abigail Bomba took the lead for US healthcare corporation Merck. The dealmakers worked alongside antitrust and competition partner Peter Guryan, executive compensation and employee benefits partners Amy Blackman and Donald Carleen, IP and technology partner Daniel Glazer and tax partners Michael Alter and Robert Cassanos.

Morgan Lewis’s team for Merck included a trio of business and finance partners: Alan Leeds; Randall Sunberg and David Glazer. The team also included the practice group leader of the firm’s antirust practice Scott Stempel, fellow antitrust partner Harry Robins and Frankfurt-based business and finance partner Nils Rahlf.

Cleary Gottlieb advised Merck on the non-US antitrust aspects of its sale. The Brussels-based Cleary Gottlieb team is led by partner Romano Subiotto QC, assisted by associates Katia Colitti, Andrew Leyden and Vladimir Novak.

Sullivan advised long standing client Bayer on its multi-billion dollar acquisition, with a team led by New York-based Matthew Hurd, who co-heads the firm’s healthcare and life sciences group. Sullivan has advised the German pharma giant on a string of US acquisitions, including last year’s now completed $1.1bn cash tender offer for Californian contraceptive company Conceptus.

In an increasingly buoyant transactional market, the pharma industry has been particularly active, as seen most recently with Pzifer’s record £63bn bid for the UK’s AstraZeneca.

Merck itself was in an acquisitive mode last year when it made a £1.57bn cash offer to buy AZ Electronic Material, when Allen & Overy (A&O) advised Merck with a team led by corporate partners Richard Browne and Michael Ulmer alongside Luxembourg corporate head Mark Feider. Clifford Chance advised AZ.

A&O also advised Novartis on its sale late last year of its blood transfusion diagnostics unit to Barcelona-based Grifols for an estimated $1.68bn.

David.stevenson@legalease.co.uk

Legal Business

You’re hired: Irwin Mitchell’s head of regulatory investigations joins Morgan Lewis

Morgan Lewis has boosted its London white collar crime capability with the hire of Irwin Mitchell’s head of regulatory and criminal investigations practice Kevin Robinson, in a move said to be part of the ‘ongoing transformation’ of its London office.

Robinson, who has over 40 years of experience in advising clients on investigations by regulators into commercial activity and defending prosecutions which arise from those investigations, joins the global top 20 US firm’s London litigation department.

He will play an integral role in advising and representing clients on FCA and UK Bribery Act compliance, particularly in light of the increasing regulatory enforcement structures in the UK.

His hire follows the arrival of Taylor Wessing’s private equity and funds partner Tom Cartwright and, according to one partner at the firm, the London office has doubled in number since 2012 to 51 fee earners. In 2012 the 1,319-lawyer firm hired a number of former Dewey partners including Peter Sharp, who joined as co-managing partner alongside finance partner Christopher Harrison and who said of Robinson’s hire: ‘His addition is part of the ongoing transformation of our London office to ensure that we are well positioned to serve the needs of our UK and international clients in a fast moving regulatory environment.’

Firm chair Francis Milone added: ‘Kevin is an invaluable addition to our litigation practice and further broadens our white collar defense capabilities to UK-based clients and those conducting business in the UK.’

Last year the firm saw its revenue increase by 6% to $1.23bn while its profit per equity partner went up by 35% to $1.55m.

david.stevenson@legalease.co.uk

Legal Business

Hires for Squire Sanders and Morgan Lewis as 2014 lateral window opens

After a flurry of lateral hire announcements before the City broke for Christmas in 2013, yesterday (6 January) saw two noteworthy partner moves between international law firms as DLA Piper partner Martin Rees joins Squire Sanders regulatory practice group and private equity and investment funds partner Tom Cartwright joins Morgan Lewis & Bockius London office from Taylor Wessing.

Competition lawyer Rees specialises in cartel investigations and appeals. Having qualified in 1976, Rees was introduced to competition law in the 1980s while working in the British Coal Corporation legal department, before joining the then Brewer’s Society in 1988 where he was general secretary and chief legal adviser. He joined DLA in 1999, where he was head of competition until 2002.

A recognised lobbyist, having represented the European brewing industry before the European Commission on new legislation concerning vertical restraints, Rees is currently advising the British Beer and Pub Association and the Brewers of Europe on the internal market aspects of indirect taxation.

Joseph Markoski, Squire Sanders’ regulatory practice group leader said: ‘The expansion of our global competition law practice has been one of the firm’s key strategic goals as cross-border merger and international cartel activity and related global antitrust civil litigation continue to grow.’

Rees is the fifth competition law partner to join the 1300-lawyer firm after Mark Botti, J. Brady Dugan and Anthony Swisher joined the firm’s Washington DC office from Akin Gump, and Edouard Sarrazin joined the firm in Paris from Magenta law firm.

Markoski added: ‘Martin is one of a number of senior appointments we have made over the past year, which included the addition of three partners to our antitrust team in Washington, DC and one in Paris, and bolsters our ability to handle competition matters of any type anywhere in the world.’

Meanwhile, Morgan Lewis has bolstered its business and finance practice with private equity and investment funds lawyer Tom Cartwright, who joins from Taylor Wessing.

Cartwright, who joined Taylor Wessing in 2007 from legacy Hammonds, where he became a partner in 2004, advises private equity and hedge funds based in London and New York. Charles Engros, head of Morgan Lewis’s business and finance practice said: ‘We welcome Tom to the practice as he will deepen our cross-border transactional offering and ability to provide a high level of counsel to active investors in a multitude of industry sectors within the private equity arena.

‘Additionally, his experience advising family offices in the Middle East will help us to better serve a growing contingent of clients in the region.’

Christopher Harrison, co-managing partner of Morgan Lewis’s London office added: ‘Tom’s addition continues the expansion and meaningful transformation that our London office has undergone in recent years as part of an effort to provide UK and international clients counsel across a broad range of matters.

‘Tom’s skill set and experience will be well integrated with that of our fund formation lawyers and enhance our ability to assist funds considering investment in the UK and Europe.’

This hire comes just a few months after Morgan Lewis’ Paris office saw a nine-partner team leave to join local office of Gide Loyrette Nouel in October, leaving the US firm with just three local partners.

francesca.fanshawe@legalease.co.uk

Legal Business

Shale Gas: CC and Morgan Lewis lead on $10bn Chevron Ukraine deal

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With major international firms angling to position themselves as leaders in the burgeoning shale gas field, Clifford Chance (CC) is advising energy giant Chevron on its $10bn shale gas exploration project with the Ukrainian government, a mammoth geopolitical deal which could see the region end its dependence on natural gas imported from Russia by 2020.

The Magic Circle firm, acknowledged as a top-tier firm in the oil and gas sector, is advising Chevron opposite US firm Morgan Lewis and Ukrainian independent Asters, which are advising the Ukrainian government and developing something of a track record for high value deals having advised Royal Dutch Shell on a similar value shale deal in Eastern Ukraine earlier this year.

Moscow-based business and finance partner and former Dewey & LeBoeuf lawyer Jonathan Hines is leading the Morgan Lewis team advising state-owned Nadra Oleska in connection with the Chevron joint venture, while energy transactions partner David Asmus is also advising.

Morgan Lewis’s recent experience in the region’s oil and gas market also includes advising Itera Oil and Gas over Russian state-owned Rosneft’s acquisition of a 49% stake in the company for $2.9bn in July this year.

Meanwhile for CC, American multinational energy corporation Chevron is one of several major clients in the global shale market, alongside Apache Corporation, Houston-based Noble Energy, oilfield services giant Schlumberger, Halliburton and Baker Hughes.

In recent years Chevron has also turned to Skadden, Arps, Slate, Meagher & Flom for high-end transactional work, with the firm in 2010 advising the energy giant when it sought to expand its shale gas holdings by acquiring Atlas Energy for $4.3 billion.

Besides CC, other UK firms to secure an early foothold in the fledgling industry include Allen & Overy and Norton Rose Fulbright, which in June won leading roles when Centrica acquired a 25% stake of Cuadrilla’s shale gas licences in North West England.

This latest transaction could have huge implications for the former Soviet republic’s push to shed its reliance on Russian energy, as the government has signed a 50-year joint ‘fracking’ venture with Chevron to extract shale gas in western Ukraine, energy minister Eduard Stavytsky confirmed at a press interview in Kiev on Tuesday (5 November).

As the region is reported to have Europe’s third-largest shale gas reserves, it is expected that Chevron will invest $350 million in the first two to three years to explore shale gas in the Oleska field in Western Ukraine, which is located across regions Lviv Oblast on the Polish border and Ivano-Frankivsk, which shares a border with Romania to the south.

sarah.downey@legalease.co.uk

Legal Business

Paris walk out: Gide hires nine partner team from Morgan Lewis

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The highly fluid Paris market has seen nine partners and ten associates walk out of Morgan Lewis & Bockius’ regional office to join Gide Loyrette Nouel, leaving the US firm with just three local partners.

Senior exits include Paris managing partner Anne Tolila and partner Jean Leygonie, who both left De Pardieu Brocas Maffei & Leygonie to launch Morgan Lewis’ Paris office in 2004.

Tax partner Christian Nouel, who only joined Morgan Lewis in September last year from Paris-based STC, having previously headed Latham & Watkins Paris tax practice, is among those leaving the firm.

Of the 19-strong team, five partners and four associates will join Gide’s M&A department, while four other partners and their teams will join the funds formation, competition, employment, and taxation practice groups.

Gide, which is acknowledged by the Legal 500 as ranking first tier in administrative & public law, banking and finance, capital markets, employment, insurance, real estate, and IP within full service firms, said it chose to strengthen its ‘international capacity in M&A at a time when the number of transactions is on the rise, as well as its capacity to offer major clients a service that meets exact international standards.

‘The Morgan Lewis & Bockius team has developed recognised expertise in the area of transactions and industrial M&A, in particular cross-border transactions [with] the US, Europe and China.’

A joint statement from Gide’s senior partner Baudouin de Moucheron and managing partner Stéphane Puelstate today (16 October), said: ‘We are delighted to welcome these nineteen lawyers, whose quality, enthusiasm and importance in the market has been known to us for a long time now. We are particularly pleased that they have chosen Gide in order to carry out their projects, where they will find the resources to back up their talent, both in Paris and abroad.’

A statement from Morgan Lewis  said: ‘The practices of the departing partners, although well respected in Paris, were not consistent with the needs of our clients and our firm’s global focus.

‘We believe that this departure is in the best interests of all concerned, and we wish our former colleagues well in their new firm. We maintain our presence in Paris with partners and associates in the corporate, litigation and intellectual property practices. We will also continue to build our firm’s global presence as we have through our recent expansions in Moscow, Almaty, London, and Dubai, and in practice areas such as energy, finance, private funds, and Litigation, so as to best serve the needs of our clients.’

Gide itself has seen a number of recent departures, including Erwan Le Douce-Bercot who left for Magic Circle firm Freshfields Bruckhaus Deringer in March this year, while a trio of senior corporate partners also departed to establish boutique firm BDGS Associes. Elsewhere Wragge & Co this year took a four-strong team from Bird & Bird after itself losing seven lawyers to local firm Franklin. 

sarah.downey@legalease.co.uk

The partners joining Gide are:

Anne Tolila: admitted to the Paris bar, specialises in M&A

Ann Baker: admitted to the New York and Paris bars, specialises in fund structuring with experience in sovereign funds and pension funds

Pierre-Antoine Dubecq: admitted to the Paris bar, specialises in M&A

Olivier Edwards: admitted to the Paris bar, specialises in M&A and venture capital

Karen Noel: admitted to the Paris bar, specialises in M&A and venture capital

Christian Nouel: admitted to the Paris bar, specialises in tax law

David-James Sebag: admitted to the Paris and New York bars, specialises in M&A

Francois Vergne: admitted to the Paris bar, specialises in employment law

Jean Leygonie: admitted to the Paris bar, competition law specialist

Legal Business

Asia Round-up: Field Fisher launches in Shanghai while Global 100 leaders position themselves in Hong Kong and Dubai

Field Fisher Waterhouse has joined forces with Ryser & Associates in Shanghai while a show of strength among the Global 100 leaders in Hong Kong over the past week has seen Jones Day, Dentons and DLA Piper bolster their finance and capital markets capability.

Field Fisher announced yesterday (8 July) that it has launched in Shanghai under the brand Field Fisher Ryser. Ryser & Associates was formed in 2004 with a focus on intellectual property and corporate.It services clients from China, Japan, the US and Russia across industries such as food, electronics, automobiles and finance led by managing partner Zoe Zhan.

Commenting on the move Field Fisher’s managing partner Michael Chissick said: ‘A key aspect of the two firms coming together was the opportunity to have a credible base in China built on the IP/IT and corporate focus of both firms. We hope Field Fisher Ryser will continue to grow over the next few years and help our clients realise their ambitions and strategic plans in China whilst also enabling us to better service our growing Chinese client base.’

In Hong Kong meanwhile, Jones Day – in 10th position by revenue in this year’s Global 100 – secured a high profile local hire in the form of Michelle Taylor, former Asia managing partner and China office leader at US rival Orrick Herrington & Sutcliffe. She has joined the firm’s banking and finance practice.

Taylor has 20 years’ experience of structured finance, real estate finance, debt capital markets and securitisation. Jones Day Hong Kong head Robert Thomson said: ‘Michelle’s in-depth knowledge and market leading experience in structured finance make her a great asset to our clients and significantly enhances our ability to work on the some of the most innovative financial transactions in the region.’

The hire builds on the arrival last year of banking and finance specialist Maria Tan Pedersen, who came from K&L Gates in August.

Jones Day’s Asian presence was given a significant boost in February this year when it was one of four firms to be awarded a qualifying foreign law practice (QFLP) license in Singapore.

Also in Hong Kong, Dentons has bolstered its local capital markets practice with the hire of corporate partner Gordon Ng from O’Melveny & Myers, in what may be interpreted as a vote of confidence in the local IPO market, in which Ng specialises and for which the forecast has so far been cloudy.

This month saw the $284m IPO of leading Hong Kong casino and gaming facilities owner Macau Legend Development, in which Hogan Lovells’ Hong Kong office advised the underwriters.

Meanwhile, DLA Piper brought in Mayer Brown Hong Kong banking and finance partner Benjamin Sandstad. His practice focuses on structured finance, securitisation and debt capital markets transactions. Recent clients include China International Marine Containers (Hong Kong), which he advised on the establishment of a $600 million US commercial paper program.

Charles Morrison, partner and international head of finance & projects at DLA Piper said: ‘We are pleased to welcome such a highly regarded partner to the finance & projects group in Asia, Ben’s appointment is testament to our growing F&P practice and our commitment to the region. The Asia-Pacific market offers a wealth of opportunity for our firm, and it is a real coup for us to have such an energetic and dynamic individual join us.’

Bob Charlton, partner and managing director, Asia Pacific, of DLA Piper added: ‘The Asia region is a key focus for DLA Piper and the hire of Ben is seen as an important step in the plan to strengthen the F&P team there, this will ensure that the firm takes advantage of the available opportunities in the region now and in the future.’

Elsewhere, Morgan Lewis & Bockius announced this week that it plans to open an office in Dubai, bringing in Ayman Khaleq, a structured finance and debt capital markets lawyer in the Middle East region who has a particular knowledge of Islamic finance and Jim Knight, a corporate and transactional lawyer with more than 20 years of experience in energy and other industries.

They are joined by London-based energy transactions partner Lewis Jones, who concentrates his practice on the development and financing of energy and infrastructure projects with a particular focus on emerging markets.

Other recent entrants to the Dubai market include White & Case, which announced it has been granted a licence to practice in the emirateBaker & McKenzie which merged with leading Dubai outfit Habib al Mulla this month and Addleshaw Goddard and Cleary, Gottlieb, Steen & Hamilton, which opened in the emirate last September.

david.stevenson@legalease.co.uk

Legal Business

Rival firms benefit from imminent Dewey collapse in City

With troubled US firm Dewey & LeBoeuf on the brink of collapse, a number of firms have already stepped in to boost their City offerings by providing homes to small groups of partners. Twenty-four of the firm’s 33 London partners had plans to leave the firm at press time.

Morgan, Lewis & Bockius has emerged as the most acquisitive firm in London, taking six former Dewey partners in the capital, including its former London managing partner Peter Sharp.