Legal Business

Dealwatch: Paul Hastings and Slaughters react on nuclear sale as Magic Circle duo imbibes Greene King takeover

Dealwatch: Paul Hastings and Slaughters react on nuclear sale as Magic Circle duo imbibes Greene King takeover

August has proved to be active with big-ticket deals prompting inbound investment to the UK with the disposal of John Wood Group’s nuclear business to US-based Jacobs Engineering Group, as well as the sale of Greene King to Hong Kong’s CKA Group.

Paul Hastings advised Jacobs Engineering Group on its acquisition of John Wood Group’s nuclear business in the UK, Europe and the Far East for a cash consideration of roughly £250m.

The deal is part of Wood’s strategy to offload its non-core areas and to lower its debt levels following its acquisition of Amec Foster Wheeler in 2017. The deal is subject to conditions including competition clearance and is expected to close in the first quarter of 2020.

Jacobs, a New York Stock Exchange listed company, is a provider of technical services and has an expansion strategy for its complementary areas of aerospace, technology and nuclear.

The Paul Hastings team, led by London-based M&A partner Roger Barron, included managing partner Ronan O’Sullivan and M&A partner Matthew Poxon, both in London.

John Wood Group was advised on the transaction by a Slaughter and May team led by corporate partners Simon Nicholls and Filippo de Falco and included competition partners Lisa Wright and Bertrand Louveaux, pension and employment partners Padraig Cronin and Daniel Schaffer as well as data protection partner Rebecca Cousin.

Barron told Legal Business: ‘This is just the sort of deal that I joined Paul Hastings to do – transatlantic M&A for a major US company, where we can provide the sector expertise as well as deal execution capability on both sides of the pond.

‘Jacobs has a very clear strategy for using M&A to expand into profitable and complementary areas. This is seen as a good business and works well with their existing strategy. For this deal about 90% of the business is UK. You could see this as a US company being confident in the prospects of a UK business,’ added Barron.

Meanwhile, Linklaters won a lead mandate advising pub giant Greene King on its proposed £2.7bn sale to Hong Kong real estate group CKA, with Clifford Chance (CC) advising the buyer.

The 220 year old Suffolk-based brewery has around 2,700 pubs, restaurants and hotels nationally. Its acquisition follows the takeover of Ei Group by Stonegate Pub for £1.3m last month.

The Linklaters team was led by corporate partners Dan Schuster-Woldan and Nick Rumsby while Lee Coney and Nick Rees led the CC team which also included Alex Nourry (antitrust), Sonia Gilbert (employment) and Matt Taylor (real estate).

Norton Rose Fulbright advised HSBC, the financial adviser to CK Asset Holdings. CKA has agreed to the terms of the acquisition which include a 51% premium on the value of Greene King through its recently formed Cayman Islands based subsidiary CK Bidco.

The Norton Rose team was led by corporate partner Paul Whitelock.

Elsewhere a Ropes & Gray London team, led by private equity partner Philip Sanderson and finance partner Malcolm Hitching, advised private equity firm Duke Street on the acquisition of railway holiday provider, Vacation by Rail.

The US acquisition, funded partially by English law governed facilities, brought together the firm’s English and US law expertise. The deal follows the acquisition of Great Rail Journeys, escorted rail holiday provider, by Duke Street Capital from ECI a year ago.

Andrew Arons at Williams, Bax and Saltzman in Chicago acted for the sellers.

Sanderson told Legal Business: ‘The deal reflects an important trend of PE backed businesses like GRJ seeking growth in the US. This has become increasingly important for ambitious mid-market businesses where a strong European platform is proven and allows PE to support the next step into the US. We are regularly helping businesses in this way.

“The European summer deal market has been favourable for few in PE. The paucity of deals has naturally combined with high price for the deals that do come to market. The B word has left the market as uncertain as it has been for many years and so bolt ons for PE have become a popular means to generate activity from within the portfolio. Better what you know, is a factor in that, as well as the potential for economies and bargains from smaller strategically important deals.’

muna.abdi@legalease.co.uk

Legal Business

Revolving doors: Quinn Emanuel adds star Covington partner as Ropes & Gray and Mishcon make hires

Revolving doors: Quinn Emanuel adds star Covington partner as Ropes & Gray and Mishcon make hires

City firms welcomed a host of new partners over Easter, with Quinn Emanuel Urquhart & Sullivan, Ropes & Gray and Mishcon de Reya all making key lateral partner hires.

Quinn has reinforced its already robust London competition practice with the hire of Elaine Whiteford (pictured), who joins from Covington & Burling’s City office. Whiteford has substantial pedigree with 15 years’ experience in follow-on damages litigation, cartels and other regulatory investigations.

She arrives when Quinn is making a concerted competition litigation drive: the firm has two big-ticket cases on its books, with partner Boris Bronfentrinker defending truck maker Daimler in a mass cartel case, as well as consumer rights activist Walter Merricks in his claim against MasterCard.

Last week the Court of Appeal set aside a previous Competition Appeal Tribunal judgment, allowing the £14bn MasterCard claim to proceed.

Whiteford commented: ‘Like many other competition lawyers, I have watched with admiration as the competition team at Quinn Emanuel swiftly carved out a market-leading position in competition litigation in London.’

Boris Bronfentrinker, co-head of Quinn’s London competition team, told Legal Business: ‘Elaine has extensive experience from some of the most significant cases in the English courts, and can operate on either the defendant or claimant side which fits the bill of what we need.’

He added: ‘Competition litigation is a primary growth area for the firm globally but also in London. It’s quite staggering how we’ve grown in the five years since I’ve been here, from zero partners to four and nine specialist associates.’

Meanwhile, Ropes has made a major financial regulation play with the appointment of O’Melveny & Myers’ London partner Eve Ellis.

Ellis becomes the 24th partner in Ropes’ London office, bringing with her experience in advising fund and asset managers on fund structuring, the marketing of financial products and the establishment of regulated businesses.

Mike Goetz, co-managing partner of Ropes’ London office, said: ‘Eve’s regulatory experience will be highly valued by our asset management clients, who are increasingly seeking UK and EU regulatory advice relating to AIFMD and MiFID II.’

Ellis’ departure is the third from O’Melveny’s City outpost in less than a month, as the US-bred firm gears up for a potential merger with Allen & Overy. Private equity funds partners Daniel Quinn and Aleksander Bakic swapped O’Melveny for Akin Gump at the end of March.

Finally, Mishcon has launched a new debt advisory service with the hire of real estate partner Omega Poole from Brown Rudnick. She has experience advising on a variety of transactions such as single asset, portfolio, direct or credit investments.

Nick Strutt, who heads up Mishcon’s real estate finance group, commented: ‘She is an impressive individual who will help our clients navigate the market during these unsettled times, advising on the many alternative financing opportunities that are emerging in order to help them secure the best deals possible.’

tom.baker@legalease.co.uk

Legal Business

‘No way a sign of retrenchment’: Ropes axes four partners amid London refocus

‘No way a sign of retrenchment’: Ropes axes four partners amid London refocus

In what has been termed by one rival City partner as a ‘night of the long knives’, Ropes & Gray has axed four of its London real estate and restructuring partners.

The move comes as the firm shifts the focus of the real estate practice back to its prized client base of asset managers, hedge funds, credit funds and direct investors amid a recent drift. The firm’s restructuring – or ‘special situations’ – practice is also being repackaged to appeal to the desired client base.

Mike Goetz (pictured), London-based finance partner, told Legal Business the cuts are not a sign of Ropes’ impending departure from the Square Mile. ‘No way is this a sign of retrenchment. Last year the firm overall had the best year ever. But when things are not working we need to fix them.’

He added: ‘They are all very good lawyers. I was instrumental in hiring them, so it’s difficult. But to make a business successful you have to do this kind of thing from time to time. Luckily I can say that we are not planning to make any further cuts in London.’

London-based finance partner Jane Rogers agreed: ‘Refocusing our strategy in these areas is part of our ongoing success in London and comes off the back of a great year. We are doing a lot of great deals and this will allow us to continue to be successful.’

The firm’s City branch has had a rocky time in recent months amid a number of partner exits and potential tensions arising from increased scrutiny from its US practice.

Having almost quadrupled the size of its London practice over the previous five years, the firm’s 2017 financial year saw it shrink by 13% to 125 lawyers and its City partnership by 20% to 27. Kirkland & Ellis, Watson Farley & Williams, King & Spalding, Linklaters, White & Case and Dechert recruited partners from the firm.

In April, Ropes named New York real estate partner David Djaha as the successor to David Chapin as firm-wide managing partner when he retires at the end of 2019, while corporate partner Julie Jones was named chair, to take over from long-standing leader Bradford Malt.

Meanwhile, Ropes’ vision for London would see its litigation, funds and private equity offering expanded.

The firmwide revenues of nearly $1.6bn for 2017 – a 7.5% increase on the prior year. While it does not provide revenue breakdowns by office, the firm said the London base enjoyed its best performance last year.

The firm points to its recent hire of Goldman Sachs loan negotiation group managing director and CC alumni Carol Van Der Vorst as a sign of its strengths in London. ‘As we look towards the next phase of growth, we think expansion in the underwriter side and further expansion on the large-cap sponsor side will be a good source of business,’ co-head of finance Michael Kazakevich told Legal Business at the time.

Ropes started the year with another marquee hire in the form of Clifford Chance white-collar crime partner Judith Seddon as co-head of its London international risk practice, a move designed to bolster its English-qualified litigation firepower.

nathalie.tidman@legalease.co.uk

Legal Business

Deal watch: Ropes & Gray advises on £1.3bn private equity deal as White & Case and Eversheds score major mandates

Deal watch: Ropes & Gray advises on £1.3bn private equity deal as White & Case and Eversheds score major mandates

Major transactions continue to flow after Ropes & Gray’s London arm acted on the largest-ever UK private equity software buyout while White & Case and Eversheds Sutherland also landed on sizable deals.

Private equity powerhouse Helen Croke (pictured) led a team from Ropes & Gray advising Intermediate Capital Group (ICG) on a £1.3bn joint partnership investment. The investment, alongside HG Saturn Fund, is in IRIS, a business-critical software provider for the UK accountancy, education and business market.

Ropes & Gray finance partner Alex Robb advised on the debt aspects of the transaction.  The same team of Croke and Robb advised ICG in June last year, when the private equity house acquired Visma in a $5.3bn consortium buyout – Europe’s largest-ever software takeover.

Elsewhere, Eversheds has acted for the shareholders of UK engineering company John Guest Holdings on its £687m sale to Australia-based plumbing supplies group Reliance Worldwide Corporation (RWC).

John Guest Holdings is a family-owned company and ranks as one of Europe’s largest suppliers of plastic fittings for the engineering and plumbing sectors.

Eversheds’ team was led by M&A partner Chris Halliday, while support was provided by employment partner Elizabeth Graves, tax partner Ben Jones and real estate partner Iftkhar Ahmed.

Halliday told Legal Business the firm had known the family-owned business for a while. He commented: ‘The time was right to sell. We are seeing a very busy M&A market at the moment with a number of deals closing and in the pipeline. The wider sector is seeing plenty of activity in goods and services so all the drivers for M&A are in place.’

Wrapping up the week, White & Case advised private equity firm CVC Capital Partners on the €1.01bn loan financing of a consortium buyout of Finnish private healthcare provider Mehiläinen.

White & Case’s team acting consisted of banking partner Martin Forbes and banking partner Justin Wagstaff.

Forbes said the firm had a ‘proven track record advising on both private equity and healthcare transactions’, and the deal ‘will propel Mehiläinen into its next growth phase.’

tom.baker@legalease.co.uk

Legal Business

Latham continues European assault with Magic Circle hire in Germany while Ropes adds London finance partner from Goldman

Latham continues European assault with Magic Circle hire in Germany while Ropes adds London finance partner from Goldman

US firms have been busy expanding their European finance ranks this week, with Latham & Watkins scooping yet another Magic Circle partner and Ropes & Gray hiring a leveraged finance partner in London.

In its race to the top of the German legal market, Latham has come back to London’s big four for the third European hire in less than two months.

Thomas Weitkamp has quit Clifford Chance (CC) to join Latham’s banking practice in Munich.

Weitkamp, who joined CC’s local operations in 2003 and made partner six years ago, advises financial institutions and private equity houses on leveraged finance, lending and restructuring – an obvious fit for a US firm which has been aggressively expanding its local transactional capabilities in recent years.

‘Our German finance practice is strategically focused on ground-breaking leveraged buyouts and corporate finance transactions,’ said Latham’s Germany managing partner Oliver Felsenstein.

‘Thomas’ experience complements our existing top-tier banking, private equity, restructuring and high yield practices. He is hard-working, dynamic and entrepreneurial – someone you want on your team.’

This is the second German lateral from the Magic Circle in less than two months for Latham, which in March tapped a retrenching Freshfields Bruckhaus Deringer to recruit its seventh Dusseldorf-based partner while also hiring from Linklaters in London last week.

In Munich, the firm previously hired Linklaters’ head of private equity Rainer Traugott in 2016, while Felsenstein himself quit CC with Burc Hesse the year before, only a few months into a four-year term as head of private equity at the Magic Circle firm.

Germany has traditionally been dominated by London firms, Freshfields and CC in particular, but with both scaling down in recent years, 170-strong Latham is proving a potent contender for the top end of the market from its Dusseldorf, Frankfurt, Hamburg and Munich outposts.

Another US firm strengthening its European finance practice, Ropes has hired Goldman Sachs loan negotiation group managing director and CC alumni Carol Van Der Vorst to become the firm’s seventh finance partner in London.

‘As we look towards the next phase of growth, we think expansion in the underwriter side and further expansion on the large-cap sponsor side will be a good source of business,’ co-head of finance Michael Kazakevich told Legal Business. ‘We started looking across the market for candidates and Carol’s name kept popping up from various sources. Banks respect her, sponsors like her because she is reasonable and a great lawyer.’

Van Der Vorst, who started her career as an associate at CC before moving to Goldman in 2011, will start at Ropes in August as the firm’s 28th London-based partner.

Her hire continues Ropes’ efforts to beef up the London office after a number of departures last year.

The firm, which almost quadrupled the size of its London practice over the previous five years, saw its ranks shrink by 13% to 125 and its City partnership by 20% to 27. Kirkland, Watson Farley & Williams, King & Spalding, Linklaters, White & Case and Dechert recruited partners from the firm.

But Ropes started the year with some headline London hires, including CC white-collar heavyweight Judith Seddon to co-lead its London international risk practice.

Kazakevich denied 2017 had been a difficult year for the firm’s London outpost, pointing to strong financial performance and saying: ‘This move is not rebuilding, this move is growing. I don’t need to rebuild the practice because clients are all still there.’

marco.cillario@legalbusiness.co.uk

Legal Business

‘The missing piece’ – Ropes & Gray recruits Clifford Chance white-collar heavyweight Seddon in London

‘The missing piece’ – Ropes & Gray recruits Clifford Chance white-collar heavyweight Seddon in London

Ropes & Gray has  hired Clifford Chance white-collar crime partner Judith Seddon as co-head of its London international risk practice in a move designed to bolster its English-qualified litigation firepower.

Seddon (pictured) will co-lead the seven-strong team alongside Amanda Raad, a US-trained partner who moved over from the US some four years ago to establish its London white-collar crime practice.

Seddon joined Clifford Chance in 2008 as a senior associate, became a director of business crime and regulatory enforcement in 2011 and was made up to partner in 2014. She trained at Russell, Jones & Walker (now Slater and Gordon) and became a partner there in 2002.

Raad noted that Seddon was ‘the missing piece’ in the practice’s long-standing strategy to consolidate a US and UK-trained team in London to locally service the international enforcement and compliance needs of the firm’s global client base. She added that Seddon was ‘the perfect partner’ for the job, given the relationships she has forged in her role on some of the SFO’s largest and most-complicated investigations.

‘After working alongside Judith for years, I have witnessed first-hand her superior substantive expertise and ability to exceed client expectations. As companies doing business in the UK come under increased scrutiny from UK enforcement authorities on issues related to corruption and fraud, Judith’s unparalleled experience will be immensely beneficial in navigating clients through potential enforcement landmines,’ she said.

Ropes’ London team includes one US-qualified and one UK-qualified counsel, as well as five associates, of which three are English-trained.

Ropes & Gray last August lost an international five-partner investigations and government enforcement team to Kirkland & Ellis, one of whom was Marcus Thompson, a partner and assistant general counsel.

Seddon – who advises institutions, corporates and individuals – went on a three-month secondment in 2014 with the financial crime team at Barclays to advise on issues including the use of third-party agents and compliance with internal policies.

She is ranked as a leading individual by The Legal 500 UK, which describes her as ‘the go-to woman for all financial services investigations with a criminal dimension’.

nathalie.tidman@legalease.co.uk

 

 

Legal Business

Latham, Ropes and Travers get physical as US buyout house takes control of PureGym in the UK

Latham, Ropes and Travers get physical as US buyout house takes control of PureGym in the UK

Leonard Green acquires gym chain for £600m

2017 has continued to provide rich pickings for firms with marquee private equity practices on either side of the Atlantic, with Latham & Watkins, Ropes & Gray and Travers Smith leading as US private equity house Leonard Green & Partners announced its £600m acquisition of PureGym from buyout firm CCMP Capital Advisors in November.

Legal Business

Travers’ grip on Bridgepoint challenged as it wins Burger King franchise buyout

Travers’ grip on Bridgepoint challenged as it wins Burger King franchise buyout

Travers Smith, one of Bridgepoint’s go-to firms, has sealed another mandate in the form of the private equity (PE) house’s acquisition of a raft of UK Burger King franchises.

The mid-market deal saw Travers advise its longstanding client, while Macfarlanes – itself no stranger to Bridgepoint – advised the management buy-in team. The acquisition from Burger King Europe (BKE) means Bridgepoint will now own Caspian UK Group, the franchisee of some 74 fast food outlets.

Legal Business

Watson Farley hires disputes partner from Ropes to widen finance coverage

Watson Farley hires disputes partner from Ropes to widen finance coverage

Expansive City player Watson Farley & Williams (WFW) has bolstered its disputes practice with the hire of regulatory specialist Thomas Ross from Ropes & Gray.

Andrew Savage, head of litigation and arbitration at WFW, told Legal Business that Ross will start in his new role on Monday (4 December).

Ropes & Gray had previously hired Ross as a partner in April 2015 to spearhead the Boston-bred firm’s City-based commercial litigation practice some five years after its launch in London. He was previously a partner at K&L Gates, focused on finance, asset management and pension-related disputes.

The new hire is part of an effort by WFW to build out its finance disputes practice, with a particular emphasis on white collar and regulatory matters.

WFW has been one of the most expansive City law firms of recent years, hiking turnover by 60% since 2012 to hit nearly £160m. The 145-partner law firm remains best known for its shipping finance, transport and energy work, though financial regulatory remains one of the most in-demand areas for law firms.

‘Watson Farley has a track record of finance litigation and Thomas Ross will help us develop this further,’ said Savage. ‘He has a strong track record in advising on white collar and regulatory matters and he will help bolster this expertise for the firm – along with our competition litigation and antitrust capabilities – to meet growing client demand.’

Ropes has seen something of a changing of the guard at its City arm in the last 18 months with a number of UK partners moving to other firms. Among them are finance duo Mark Wesseldine and Fergus Wheeler, who joined King & Spalding, and securities specialist Chris McGarry, who left for White & Case. Ropes has nevertheless been one of the most upwardly-mobile players in the US in recent years with the 1,150-lawyer outfit generating $1.49bn in the 2016 financial year, enough to put it in the US top 20.

nathalie.tidman@legalease.co.uk

For more on Ropes & Gray’s City arm see this year’s analysis piece (£)

Legal Business

Partner promotions: Ropes & Gray sticks with tradition as it makes up two in London

Partner promotions: Ropes & Gray sticks with tradition as it makes up two in London

Ropes & Gray  continues to promote London partners two-by-two, adding another duo in finance this year as part of a global promotions round of 12. The number of City promotions equals those made in the previous two years, while the overall total is up by one from 11 in 2016.

Derivatives and structured finance specialist Anna Lawry and leveraged finance lawyer Alex Robb will be made up on 1 November. Lawry joined Ropes in 2014 as counsel in its hedge funds group. She advises on derivatives in financing and corporate transactions, as well as regulatory developments affecting derivatives. Before joining Ropes, Lawry was an associate at Slaughter and May for 14 years.

Robb joined the firm’s finance group as counsel in 2013 and advises on domestic and international acquisition and corporate financing, as well as restructuring.

He has acted for investment and commercial banks, private credit funds, private equity sponsors and plcs. Before joining Ropes, Robb was a senior associate at  Freshfields Bruckhaus Deringer for four and a half years.

Two lawyers being made up in finance in London is notable given the firm lost two finance partners, Mark Wesseldine and Fergus Wheeler, to King & Spalding this summer.

Elsewhere, the lion’s share of those promoted were in the US, with Boston receiving three and New York and Washington DC gaining two and one respectively. Silicon Valley saw one new partner made up, while another will operate from both the San Francisco and Silicon Valley offices.

The Hong Kong office had two promoted, compared with one in last year’s round.

The promotions come as City partner Michelle Moran leaves Ropes to join K&L Gates as a partner in its investment management, hedge funds and alternative investments practice.

Moran had been an investment management partner in Ropes’ London office for four years after joining from Dechert.

nathalie.tidman@legalease.co.uk

For more on Ropes & Gray’s City practice read: ‘One man band: Can Ropes & Gray maintain the momentum without Allen?’

The full list of promotions:

Anna Lawry, derivatives and structured finance, London

Alex Robb, leveraged finance, London

Alison George, real estate, Boston

Kevin Jarboe, finance, Boston

Amy Roy, securities litigation, Boston

Joshua Lichtenstein, tax and benefits, New York

Bob Rivollier, private equity, New York

Adam Stella, executive compensation, Washington DC

James Davis, intellectual property litigation, Silicon Valley

Eric Issadore, private equity, San Francisco and Silicon Valley

Geoffrey Atkins, litigation, Hong Kong

David Zhang, government enforcement, Hong Kong