Legal Business

A good week for…Osborne Clarke, advising on the £3.6bn Carphone Warehouse/Dixons merger and IPO of Patisserie Valerie

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Ordinarily a week advising on the AIM flotation of luxury cake and cafe chain Patisserie Valerie, which formally starts trading on Monday (19 May), could be viewed as relatively successful. But Osborne Clarke’s corporate partner Jonathan King has trumped his own efforts by also leading the top 35 firm in acting for Carphone Warehouse on its £3.6bn all-share merger with Dixon Retail, announced today (15 May).

King, who last April advised Carphone Warehouse on its conditional £500m acquisition of the remaining 50% of its Best Buy joint venture, led a team including associate director Louise Grzasko and senior associate Jake Turcan, with antitrust partner Simon Neill advising on competition aspects.

The OC team is working alongside Carphone’s in-house legal team, led by general counsel Tim Morris.

Linklaters is advising Dixons, led by corporate partner Aedamar Comiskey, assisted by corporate managing associate Dominic Kendal-Ward.

The merged entity, which will be called Dixons Carphone plc, will create a leader in European consumer electricals, mobiles, connectivity and related services, with Carphone’s Sir Charles Dunstone and Roger Taylor remaining as chairman and deputy chairman respectively of the combined group.

The deal comes as King prepares Patisserie Holdings for its AIM listing on Monday, after a competitive pitch saw the 519-lawyer firm win the instruction for the corporate work. OC has previously done some banking work for Patisserie and has worked on previous deals with the financial adviser on this latest float, Canaccord Genuity.

Travers Smith is advising Canaccord, led by corporate partner Richard Spedding, who joined the firm in 1999 from Freshfields Bruckhaus Deringer and became a partner in 2003.

Spedding previously advised Canaccord on its 2011 acquisition of stockbrokers Collins Stewart Hawkpoint.

The Patisserie IPO was priced yesterday (14 May) at 170p, the bottom of its £170-200p range, raising proceeds of £33m and leading to commentary in the financial press that there has been a softening of the IPO market, with more difficult conditions and recent floats such as AO, Just Eat and Poundland all trading beneath their listing price.

However, King told Legal Business: ‘The range was at the top end anyway so this is still a good price.’

The view taken by Canaccord was that opting for a higher value would increase the risk of the price dropping when the float takes place when in fact shares in Patisserie Valerie have already gone up to 190p ahead of formal listing, giving the company a market capitalisation approaching £200m.

Patisserie Valerie has enjoyed growth from eight stores in 2006 to over 130 this year, including seven years of uninterrupted increases in revenue.

caroline.hill@legalease.co.uk

Legal Business

Financial results 2014: double-digit growth in UK as Osborne Clarke unveils 26% turnover rise

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Following a year of further international expansion and lateral hires, Osborne Clarke (OC) today (12 May) announced that its global revenue for 2013/14 has jumped by 26% to €169m, thanks to a ‘more confident’ market and its targeted sector focus.

Revenue in the UK itself was up by 16% to £88.4m. This is marked improvement on 2012/13, where despite an overall turnover increase of 14% on the back of new offices in Italy and Spain, like-for-like revenues in the UK were down by 1%.

While the firm is not yet in a position to disclose its profits, OC has hit a revenue target that will trigger a firm-wide profit share, with all fee-earners and support staff set to receive 2% of their salary as a bonus, payable at the end of this month. This is on top of any other performance-related bonus and managing partner Simon Beswick told Legal Business: ‘Our philosophy is that when the business does well we like to share to share the profit with the business.’

The 519-lawyer firm had a strong second half of the year – its H1 2013/14 year revenue was up by 12% – with a standout performance from the financial services sector, where global revenue shot up by 43%.

Beswick said: ‘The result is really a reflection of two things. Firstly the fact that market has changed and is much more confident. There is a better volume of transactions. Secondly, our sector focus [put in place around four years ago] has given us focus and alignment so rather than 150 partners doing their own thing, we have 150 partners collectively trying to make a success of a few areas.’

Osborne Clarke focuses on four sectors globally: digital business; financial services; energy; and real estate and infrastructure. In the UK there are six sectors, also including life sciences and healthcare and transport and automotive.

According to Beswick, all sectors had a good year, with double-digit revenue growth across the board. Internationally, Beswick declined to single out any the performance of any office.

Highlights for the firm include a Paris launch last July, with the hire of rated IT lawyer and former Microsoft associate general counsel Béatrice Delmas-Linel from De Gaulle Flaurence. Last June, it also opened in Brussels with a two-partner, five-lawyer team from leading Belgian firm De Wolf & Partners, led by De Wolf’s head of employment Thierry Viérin and commercial partner Stefan Deswert.

The top-40 LB100 firm has also built its presence elsewhere on the Continent, including hiring in Italy and the US, where it launched a new base in San Francisco to build on its presence in New York and the Silicon Valley, which target TMT-related work to feed work back to Europe.

caroline.hill@legalease.co.uk

Legal Business

Partner promotions: Osborne Clarke makes up five in the UK after Stephenson Harwood promotes City duo

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Osborne Clarke (OC) has made up five new partners in its 2014 promotion round across the UK, constituting the firm’s highest-ever UK figures in three years, following Stephenson Harwood’s announcement last week that it has made up just two City associates to partner this year.

OC’s UK promotion figures, which follow the top 35 firm’s announcement in January that it has made up four partners in its German office, represent an increase of 67% on last year, when the firm made up three in the UK across an eight-strong promotions round.

Managing partner Simon Beswick, said: ‘Our clients demand the very best advice and service, so the process of becoming a partner at OC is deliberately challenging. Our five new partners have all come through the process with flying colours and I’m confident that they will make a huge contribution to our ongoing success.’

Elsewhere at Stephenson Harwood, the two partner promotions: Cristan Evans in the firm’s marine and international trade group and Simon Brading in its real estate group, constitute a drop of 50% on last year, when four partners were promoted in the London office.

Chief executive Sharon White said: ‘Both Cristan and Simon are highly regarded by clients and colleagues alike and will play important roles in the future development of their respective practice areas. I congratulate them on their promotions to partnership and look forward to their support in helping Stephenson Harwood continue to grow and develop.’

Both promotion rounds follow DLA Piper which on Thursday (1 May) announced it had made up 45 to partnership, of which the lion’s share were allocated within the US, and constituted a 33% increase on last year.

sarah.downey@legalease.co.uk

 

The full list of partner promotions:

Osborne Clarke

David Blair, financial services regulation

Mark Wesker, corporate (equity capital markets)

Neil Bromwich, planning (renewable energy and infrastructure sectors)

Tom Bussy, banking (acquisition and media finance)

Kate Topp, real estate (residential development)

 

Stephenson Harwood

Cristan Evans, marine and international trade

Simon Brading, real estate

Legal Business

‘Definitely more interest in the EU’ – OC’s Silicon Valley head talks San Francisco launch and US strategy

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Building on its existing offices in the Silicon Valley and New York, Osborne Clarke (OC) is rolling out its strategy of providing European legal advice to digital businesses in the US with the launch of a new San Francisco base, which office head Steve Wilson says will help the firm engrain itself in the area’s budding digital business community.

The new office, which is effectively a branch of OC’s well-established Silicon Valley base, is in San Francisco’s south of market street (SoMa) neighbourhood and will be staffed by existing lawyers from the Silicon Valley office on a rotating basis.

The top 30 UK firm – which already counts as clients San Francisco online accommodation rental company AirBNB, social game services provider Zynga, and content delivery network CloudFlare – will provide access to European legal advice either on the ground in accordance with the specialisms of its US-based lawyers, or by connecting clients with the rest of Osborne Clarke offices around Europe.

It follows a tried and tested formula. OC launched its Silicon Valley office in 2001 to build links with technology and venture capital clients, and last October announced the opening of a branch in New York’s creative and digital district of Soho to primarily provide UK legal advice to European clients who have moved into New York, or US clients looking to position themselves in Europe as well as developing relationships with investors.

Legal Business asks Wilson (pictured), who heads both OC’s Silicon Valley and SoMa offices and has been based at the firm’s Palo Alto arm for seven years, for the inside track on the US offices.

Why San Francisco?

‘In the last few years SoMa has grown up to be the preferred location for a lot of entrepreneurs and growth businesses. Part of that is caused by a lot of younger engineers and computer scientists wanting to live and work in San Francisco rather than out in Silicon Valley.

‘The drive for us was that a lot of our contacts, clients and target clients are based in SoMa and having an office there will help us to really engrain ourselves in the local business community in the same way that we have done in Silicon Valley over the course of the last 14 years.

‘Wilson Sonsini Goodrich & Rosati have an office based in SoMa, which reflects the interest in that part of the market.’

How will it work?

‘It is effectively a branch office of the Silicon Valley office and it will be staffed most days each week, but not necessarily by the same person, we’re going to alternate existing lawyers.

‘It provides a foothold in the local area, where we hope to line up meetings every week and help us to settle in the area.’

What’s the strategy going forward?

‘We are already working with a number of clients there, including AirBNB, Zinga and CloudFlare, which is looking to be a really big company in the future. The area is a real hotbed of new innovation; lots of start-ups.

‘We’re looking to build our presence out there in terms of reputation, the best way to do that is by continuing to work with clients that we work with and ensuring that they continue to have an interest in the European market. As the economy improves out there and there’s talk of more technology bubbles, we very much hope to be able to support the right type of businesses and use our expertise in digital business to help them launch their business over here.’

How well have the US offices done so far?

”Upwards trend’ is the best way of describing the US business. The way we’ve developed it is twofold. Firstly, it really is down to economic conditions; the last few years have been difficult for everyone but during that time we have really developed some good relationships, so in the last couple of years we’ve seen a significant upward turn in terms of companies that we’ve supported particularly in their inward investment into the UK.

‘We have advised around 500 US businesses since the [Silicon Valley] office has been open, and I’ve definitely experienced more interest in the EU market in the last couple of years.

francesca.fanshawe@legalease.co.uk

Legal Business

Revolving Doors: Lateral hires for Squire Sanders, Olswang, Irwin Mitchell, DAC Beachcroft and Osborne Clarke

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In the latest series of lateral appointments across the UK’s leading firms, Squire Sanders has hired former Berwin Leighton Paisner (BLP) director of China business as a partner in its global corporate practice, as Olswang welcomes former Gateley contentious insolvency partner Louise Bell, Irwin Mitchell hires restructuring and insolvency specialist Edward Judge, and DAC Beachcroft brings in Eversheds’ former head of procurement in Newcastle, Ruth Connorton.

Meanwhile in Italy, Osborne Clarke has hired former R&P Legal antitrust partner, Enrico Fabrizi.

A dual-qualified lawyer in England and Wales and the People’s Republic of China (PRC) with more than two decades’ experience advising both international and Chinese clients on cross-border corporate, commercial and M&A transactions, Michelle Chen is one of the latest to depart BLP as she joins Squire Sanders’ City practice.

After qualifying among the first PRC lawyers in 1990, Chen worked for 10 years as an international law advisor to the State Council of the PRC and has an in-depth understanding of the Chinese government.

She has been closely involved in several high profile projects, including the formal transfer of sovereignty over Hong Kong from the United Kingdom to China and the establishment of the Hong Kong legal system.

Chen also served as group legal counsel at Hong Kong-based investment holding company Hutchinson Whampoa, responsible for the group’s China-related matters.

Jane Haxby, partner and EMEA chair of Squire Sanders’ global corporate practice, said: ‘We welcome Michelle to the firm and to the London office, where she is the fifth partner to join us since January. Michelle is highly regarded by her peers, many of whom include in-house counsel at some of China’s largest businesses.

‘She joins us at an important time, as our China outbound and inbound work continues to develop. Chinese outbound M&A, in particular, is growing globally with the UK, Western Europe, Germany especially, and North America being key regional focuses for Chinese investors. Following our recent appointment of China outbound specialist Dr. Benjamin Kroymann in Shanghai, Michelle’s experience will further strengthen our capabilities for clients both in China and internationally.’

Also in London, former Gateley insolvency litigator Louise Bell joins Olswang’s commercial litigation, insolvency and civil fraud team where she brings her focus on substantial claims brought by insolvency practitioners, often working on fraud and complex recovery options.

Bell’s clients include KPMG, Grant Thornton, BDO, FRP Advisory, Moore Stephens and Griffins, and she has worked for banks including Lloyds Banking Group, Clydesdale Bank and National Australia Bank in pursuing recovery options outside of a formal insolvency.

In a clear statement of intent to continue to instructing Bell, head of Grant Thornton’s contentious insolvency team, Kevin Hellard said: ‘Olswang has significantly strengthened their offering in this growing market with the addition of Louise Bell to their team. Louise is an accomplished litigator and increasingly a leading player in the contentious insolvency market. We look forward to continuing to work with Louise and the wider Olswang team in the future.’

Meanwhile, Judge marks Irwin Mitchell’s 21st hire into its commercial practice since the start of 2012, as he joins the top 25 firm’s London office from SGH Martineau, where he specialised in both contentious and non-contentious corporate restructuring and recovery.

In the North, DAC Beachcroft takes on Eversheds’ former head of procurement law, Connorton, who specialises in non-contentious procurement matters advising clients in both the private and public sectors, including the NHS, and who brings with her three colleagues from Eversheds in Newcastle upon Tyne.

With 20 years’ experience in the sector, five of which were spent in-house at Yorkshire Water, Connorton’s recent experience includes the de-commissioning contracts at Sellafield, Olympic Legacy procurement and Network Rail franchising.

Martin Cannon, head of the commercial team at DAC Beachcroft, said: ‘Ruth is a national figure in procurement law with No. 1 rankings in Chambers and Legal 500. The work she does will complement and enhance our existing services in real estate, regulatory and public law, local government and health and take us into a whole new space in terms of our national procurement offering.’

Across to the Continent, meanwhile, Fabrizi joins Osborne Clarke from local firm R&P Legal to head its Italian antitrust practice and oversee the firm’s expansion in Rome, bringing with him a team of three lawyers.

Fabrizi advises on Italian and international competition law, state incentives and unfair business practices, as well as on regulatory issues, particularly in the digital business and energy sectors.

Riccardo Roversi, managing partner of Osborne Clarke Italy – which was formed through its merger with SLA Studio Legale Associato in 2012 – commented: ‘Enrico’s arrival enriches our pan-European competition practice, which is led by Thomas Funke. His experience, combined with the growing Brussels office means OC has a deeper bench of talent available to its clients who need national and EU advice.’

francesca.fanshawe@legalease.co.uk

Legal Business

Leadership: Andrew Saul takes over as senior partner at Osborne Clarke

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With its half year revenues up by 12% and following a two-year period of international investment, Osborne Clarke‘s (OC’s) UK senior partner Tim Birt is to stand down with London head Andrew Saul taking over the role.

Corporate partner Saul – who joined 600-lawyer OC in 1996 as head of corporate and led the practice for seven years before becoming head of the London office in January 2012 – was voted in as senior partner through an election held at the London headquarters of the firm, ranked 32 in the LB100. He will take over the role on 1 January 2014.

In his role as senior partner, Saul will chair the firm’s partnership council, which has responsibility for setting strategy and monitoring key policy implementation.

Meanwhile Birt, who stands down after eight years in the senior partner role, will return to corporate client work in the marketing and communications (marcoms) sector, as well as leading the firm’s European initiative in New York, where it opened a representative office just last month. Birt will be spearheading the NY operation but Saul will maintain connections and clients on the East Coast and West Coast of the US. Saul was one of the partners to set up the firm’s Palo Alto office in 2000 – he did the feasibility study and works closely with client Dell.

Birt said: ‘After eight years as senior partner, it’s great to be able to both have the opportunity of carrying on representing so many of the firm’s marcom clients, while also tackling a new challenge with our European partners like the New York office, all the while knowing that you’re handing over to a friend and trusted colleague.

‘Andrew will be a terrific champion for all that is best about OC, both nationally and internationally.’

‘If you look at the firm, our sector focus is standing us in exceptionally good stead,’ said Saul. ‘Something in excess of 90% of the key work at the firm comes from the sectors of digital business, energy and utilities, real estate and infrastructure, financial services, and TMT in its widest possible sense.

‘I plan to continue with those initiatives and ensure that the quality and quantity of the work we’re getting continues to improve as a result.  With my international experience, I also want to help build out the international platform and grow it.’

Managing partner Simon Beswick added: ‘As a corporate lawyer Tim is exceptionally well-known in the marcoms industry, looking after many of the firm’s clients and will be continuing to help the firm in that key sector. In addition, he is leading our European initiative in New York.’

francesca.fanshawe@legalease.co.uk

Legal Business

H1 2013/14: Osborne Clarke sees half year revenues jump by 12%

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Osborne Clarke is the latest top 50 firm to announce positive results for the first half (H1) of the 2013/14 financial year as it posts a 12% rise in group revenues to €71.6m, which includes the firm’s international offices, while the UK boasts an 8% increase to £39.1m.

The 500-lawyer firm, ranked as number 32 in the LB100, attributes the success of the group revenue in part to its 14th and 15th office openings in Brussels and Paris, which opened in June and July respectively.

Revenues from key client relationships have grown by 16%, according to the firm, which highlighted in particular its growth in Spain, where revenues are up 25%.

These results, which the firm said in a statement has put them on track to beat targets set in the summer, comes after a two-year period of investment for the firm, which it says has resulted in a wider offering in terms of jurisdiction and cross-border expertise.

Last month the firm opened in New York, its second satellite office in the US, to attract new clients. The firm has had a similar office in the Silicon Valley since 2001 from which it attracted a series of US TMT clients, and has advised over 400 institutions and SMEs, including Yahoo and Facebook, on EU in-bound commercial issues. New York is not included in its H1 figures.

Speaking separately this month to Legal Business, managing partner Simon Beswick (pictured) said: ‘We have spent the past seven to eight years reshaping our business to ensure that we moved with the times to deliver services to our clients that are relevant and fair value in today’s market and give them a competitive advantage.

‘We are fortunate to have loyal and new clients alike who see the benefits to them in what we have to offer and as they start to be more active our services are more in demand. We believe that the increased demand will continue into 2014 and the latest conversations with our clients about their plans for next year support that belief. However, we have not forgotten the fragility of the market in the recent past and will move forward with caution.’

Significant transactions for the firm from the year so far include acting for longstanding client Grifols on its $1.7bn acquisition of Novartis and advising Foresight Solar Fund Limited on the acquisition of the largest UK solar plant, Wymesworld Solar Plant, for £43.7m.

The firm also advised FTSE-listed self-managed investment trust company Caledonia Investments on its £86 million acquisition of Choice Care Homes from funds managed by Sovereign Capital.

At the end of last financial year, Osborne Clarke posted revenues up 2% to £112.8m although average profit per equity partner (PEP) fell by 15%.

francesca.fanshawe@legalease.co.uk

Legal Business

Pharmaceutical boon: A&O, Proskauer and Osborne Clarke advise on $1.68bn Novartis hive off

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The buoyant pharmaceuticals market threw up yet another high-profile healthcare deal this week, as Swiss giant Novartis announced the sale of its blood transfusion diagnostics unit to Barcelona-based Grifols for an estimated $1.68bn, with Allen & Overy (A&O), Proskauer Rose, and Osborne Clarke (OC) all securing advisory roles on the transaction.

Basel-headquartered Novartis was advised by A&O’s M&A head Eric Shube in New York, who previously advised the company on its near $52bn acquisition of a majority stake in NYSE-listed eye-care company Alcon, the largest acquisition ever undertaken by the pharma group.

On the other side, Proskauer advised Grifols, with New York-based corporate partners Peter Samuels and Daniel Ganitsky heading the deal. Samuels’ client portfolio in healthcare also includes Andrx Corporation, where he advised on its $1.9bn merger with Watson Pharmaceuticals (now Actavis).

Grifols also turned to Osborne Clarke’s Spanish arm, with head of life sciences & healthcare Tomás Dagá and M&A partner Raimon Grifols heading the team, alongside partners David Miranda (finance), Silvia Steiner (antitrust), and Núria Martín (capital markets).

Grifols previously worked with the healthcare company, of which he has also been a secretary since 2001 according to Reuters, on its €37m acquisition of a 60% stake in biotechnology firm Progenika in May this year.

This latest transaction, which requires customary regulatory approvals, is expected to be completed in the first half of 2014.

The deals comes in a week that also saw Irish biopharmaceutical giant Shire instruct US firm Davis, Polk & Wardwell in relation to its $4.2bn purchase of rare disease pharmaceutical company ViroPharma, which is being advised by Skadden, Arps, Slate, Meagher & Flom.

Data recently compiled by Bloomberg shows there have been 44 acquisitions of speciality drug companies for more than $500m in the last three years, with Industry specialist firms reaping the rewards, including Global 100 firms Covington & Burling and Latham & Watkins, which recently won key roles on Salix Pharmaceutical’s $2.6bn acquisition of speciality pharma company Santarus, announced last Thursday (7 November).

sarah.downey@legalease.co.uk

Legal Business

OC rocks up in BoHo New York to chase the creative dollar

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New York’s impenetrable legal community is well used to seeing – and rebuffing – the advances of UK law firms but Osborne Clarke (OC) is attempting a more tactical sashay into downtown Manhattan to cultivate its core TMT client base.

The 500-lawyer UK law firm is today (28 October) officially launching a branch in New York in the city’s creative and digital district of Soho. The unusual venture is the top 30 UK law firm’s second branch in the US following the launch of an outpost in Palo Alto in 2001, which was set up to build links with technology and venture capital clients.

The office will primarily provide UK legal advice to European clients who have moved into New York or US clients looking to position themselves in Europe as well as developing relationships with investors. The branch will run on a flexible basis with 12 partners and associate directors, with two or more partners on the ground at any given time, rotating every seven to ten days.

The office is expected to focus on US advertising and digital business sectors. The initial team will include London managing partner and US relationships head Andrew Saul, TMT partner and London office founder Tim Birt and digital business sector head Adrian Bott. The line-up is among OC’s most prominent corporate and TMT practitioners.

Birt, who has overseen the project, said: ‘We see the New York office as a platform for growth, providing a vital link with our West Coast and European offices. This office gives our clients access to a major global market. OC has a strong track record in corporate legal advice especially on transatlantic VC and M&A transactions. With a team on the ground in New York we will be able to capitalise on our expertise and be on-hand for our clients as and when they need our advice. We work with companies who are based in North America, but whose business activities involve expansion or investment into Northern Europe.’

Even avoiding a hugely expensive move into US law, the cost of maintaining an office in one of the most desirable areas of Manhattan will be a substantial investment for the 160-partner practice. The Bristol-bred OC has been engaged in a period of sustained international growth, having this year launched branches in Brussels and Paris. The firm is expected to keep investing across its practices in France, Italy and Germany over the next 12 months.

Managing partner Simon Beswick said the firm’s international expansion plans stem from a more optimistic economic outlook. The firm saw revenues rise 14% to £112m at the end of last financial year, after the firm in 2012 formally merged with its Spanish and Italian alliance firms under a Swiss verein umbrella. Discounting the revenue generated by the firm’s new offices, OC saw like-for-like turnover dip by 1% from £98m in 2011/12 to £97m in 2012/13.

Let’s hope the New York creatives are feeling generous.

Francesca.fanshawe@legalease.co.uk

Legal Business

Growth plans: Osborne Clarke continues lateral hiring spree

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Osborne Clarke (OC) has made its 25th lateral hire in 18 months, while managing partner Simon Beswick has revealed plans for the firm to continue to build out internationally.

Former Pinsent Masons partner Andrew Normington, who will join 600-lawyer OC’s infrastructure and project finance team, specialises in providing advice to sponsors and financial institutions with particular focus on European economic infrastructure and energy projects.

Prior to Pinsents, where he became partner in 2005, Normington has also practised at Linklaters in Singapore and London, as well as Norton Rose in Hong Kong and London.

Head of projects, real estate and finance Omar Al-Nuaimi said: ‘Andrew’s deep UK and international expertise will add depth and strength to our projects and finance teams. His contacts and focus align with ours and have particular relevance to the pipeline of infrastructure develop we expect to see in the UK and Europe in the coming period.’

Beswick also told Legal Business that the firm, which opened in Paris and Brussels earlier this year, will also add one partner to its Brussels base and two into Paris shortly – with the intention of building a core team of four partners with 10 to 12 lawyers in each base – while also adding to its Spanish, Italian and German offices with announcements to follow throughout the autumn.

Beswick said the firm’s international expansion plans stem from a more optimistic economic market. The firm saw revenues rise 14% to £112m at the end of last financial year, not long after the firm formally merged with its Spanish and Italian best friend firms under a Swiss verein model, going live in July 2012.

However, discounting the revenue generated by the firm’s new offices, OC saw turnover actually fall by 1% from £98m in 2011-12 to £97m in 2012-13.

francesca.fanshawe@legalease.co.uk