Legal Business

‘Watch this space’: Simpson Thacher belies cautious reputation with European restructuring and antitrust push

‘Watch this space’: Simpson Thacher belies cautious reputation with European restructuring and antitrust push

Those familiar with Simpson Thacher & Bartlett’s modus operandi will barely know what’s hit them this month as the usually conservative New York  outfit launched a European restructuring practice and announced a Brussels office within a couple of days of each other.

The addition of a London restructuring practice to serve Europe is something of a coup coming as it does at a time when market commentators are predicting an uptick in distressed transactions on the back of the coronavirus downturn. Perhaps even more importantly, the move deprives Freshfields Bruckhaus Deringer of one of the most influential partners of its heavyweight restructuring team in the form of Adam Gallagher. A partner since 2007, Gallagher will be joined by James Watson, a partner at Kirkland & Ellis since 2017 and a fellow Freshfields alumnus.  

This followed news that Simpson Thacher would be opening an office in Brussels to capitalise on client demand in the region post Brexit and the enhanced regulatory challenges surrounding it. In January, the firm hired Antonio Bavasso, Allen & Overy’s co-head of global antitrust and co-head of telecoms, media and technology, to its London antitrust and trade regulation practice. Qualified in the UK and Italy, he had been at the Magic Circle firm for nearly 24 years. He started at Simpson Thacher this week.

Law firm leaders may be understandably reticent to shout their good performances from the rooftops as in previous years – it is not difficult to come across as tone-deaf in publicising such things while much of the world is still in the grip of the coronavirus pandemic. However, Simpson Thacher has cause for quiet cheer, having grown London revenue an impressive 14% from $200.6m in 2019 to $232m on the back of outperforming funds and leveraged finance practices.

These latest hires bring the number of laterals to six in less than a year, also including tax partner Yash Rupal from Linklaters in May 2020, corporate partner James Howe from Gibson Dunn & Crutcher in August 2020 and Clifford Chance’s investment management regulatory partner Owen Lysak this year.

Speaking to Legal Business, London managing partner Jason Glover (pictured) admits to the conservative reputation but insists he won’t hire if the result is not additive and only serves to dilute profitability. He is bullish on the moves:  ‘The good thing is that each of the laterals we’ve gone for has been initiated and targeted by us. We are managing to get the people we are targeting – they are our first choices.

‘There is usually a pull factor and a push factor. Here there was a pull factor financially but no push factor. The people we hired weren’t looking to leave their firms.’

Glover is alive to the challenges, noting that the firm first started work on creating a restructuring practice back in November 2019, with the process requiring extensive market research with an external business to understand the market and identify the right players.

Speaking about the rationale behind the European restructuring practice, Glover said: ‘In the States we have a good, albeit small, restructuring practice with four partners that focuses on the debtor/ creditor side but we are not an established player. There is a desire to create a top-three player for restructuring. We are ambitious and looking at scale in Europe with five to seven partners over time. It will act as a catalyst for potential growth in the US.’

He is adamant that the Brussels office is driven by antitrust and will not be the start of a pan-European operation. ‘It was clear that to operate effectively with EU antitrust legislation we couldn’t do that just out of London. In time we will have two or three partners and 10 people in total in Brussels.’

And, all being well, the acquisitive streak looks set to continue. Concludes Glover: ‘We are always mindful of hiring great talent when it is additive as well as providing opportunities for internal candidates. In addition to the laterals, we made three people up to partner. We are definitely planning to add to the restructuring practice, so watch this space.’

nathalie.tidman@legalease.co.uk 

Legal Business

Simpson Thacher makes rare lateral play with hire of Linklaters tax head

Simpson Thacher makes rare lateral play with hire of Linklaters tax head

Traditionally one of the more conservative US acquirers of talent in the City, Simpson Thacher & Bartlett has bucked that trend with the hire of Yash Rupal from Linklaters.

The move sees Linklaters deprived of its City head of tax and is another reversal for the Magic Circle after Amy Mahon, Clifford Chance’s respected dealmaker, defected to Simpson Thacher in November 2018. Rupal becomes head of tax at Simpson Thacher following the switch.

Rupal made partner at Linklaters in 1996 and represents corporates, financial institutions, funds, asset managers and their executives on cross-border M&A, investment fund planning and tax planning. He acted as global head of tax from 2007 until 2011 and has most recently led the firm’s City tax practice.

The news of Rupal’s hire comes after Simpson Thacher last week posted a 14% increase in London revenue last year, rising from $176m to $200.6m, as well as the expansion of its office space in the City.  London revenue for the firm has grown consecutively year-on-year since 2010 when revenue stood at $52m.

The addition of Rupal means Simpson Thacher now has 23 partners in the City. Highlights in recent years have been significant growth in the funds and real estate private equity practices.

Jason Glover (pictured), managing partner at the firm’s London office, said: ‘Working in tandem with our US tax practice, the UK tax team will be available to support our clients in providing commercial, value-added advice in respect of UK and EU tax issues at a time when tax authorities are applying greater scrutiny to the activities of both institutions and individuals.’

nathalie.tidman@legalease.co.uk

Legal Business

Deal watch: Simpson Thacher conjures Blackstone and Alibaba mandates as Linklaters and CC lead on British Steel takeover

Deal watch: Simpson Thacher conjures Blackstone and Alibaba mandates as Linklaters and CC lead on British Steel takeover

Simpson Thacher & Bartlett has picked up two high-profile mandates advising Blackstone on the acquisition of MagicLab alongside the Hong Kong listing of Chinese ecommerce giant Alibaba.

Elsewhere, Linklaters and Clifford Chance (CC) led on Chinese steelmaker Jingye Steel and Iron’s acquisition of British Steel.

Alibaba this week said it was set to raise up to $13.4bn in a secondary listing in Hong Kong, including an international offering of 487.5m ordinary shares and a Hong Kong public offering of 12.5m ordinary shares.

Simpson Thacher is advising Alibaba with a team led by Chris Wong and Daniel Fertig in Hong Kong. Chinese firm Fangda Partners is also advising the group on legal matters pertaining to Chinese law.

Freshfields Bruckhaus Deringer, meanwhile, is advising the underwriters with a team led by M&A partners Teresa Ko, Calvin Lai and Xu Jason. King & Wood Mallesons is advising the underwriters on Chinese law.

Earlier in the week, Jingye Steel agreed to acquire British Steel’s steelworks in Scunthorpe, UK mills at Teeside Beam Mill, Skinningrove and its subsidiary businesses in France and the Netherlands. Following months of uncertainty, the sale is said to have saved 24,000 jobs in the UK. Jingye is planning on investing £1.2 billion over the next decade as well as upgrading plants and machinery.

Linklaters advised Jignye with a team led by London corporate partners Chris Staples and Hugo Stolkin, Hong Kong partner Crystal Chen and restructuring and insolvency partner Matthew Harding.

Staples commented: ‘This is a landmark deal with Jingye’s commitment to significant investment in British Steel ensuring the long-term future of the business.’

The official receiver and special managers of British Steel were advised by CC, with partners Philip Hertz, David Lewis, Nick Rees and Iain White in London leading on the transaction. Paris partner Laurent Schoenstein and Amsterdam Partner Greg Crookes led on the sale of British Steel France Rail Holdings and the sale of FN Steel.

Jingye is a multi-industry group specialising in steel and iron as well as in powder metallurgy, 3D printing, tourism, hotels, and real estate. It distributes to 80 countries, producing 15 million tonnes of steel a year for an annual turnover of about £10bn.

The deal, signed on 10 November 2019, is subject to conditions such as regulatory approvals and employee consultation procedures.

Simpson Thacher also won a mandate advising Blackstone on its proposed acquisition of a majority stake in MagicLab for the value of approximately $3bn.MagicLab owns and operates dating and social networking apps including Badoo, Bumble, Chappy and Lumen. Founder and CEO Andrey Andreev is selling his stake and stepping down from his role as CEO and will be replaced by Whitney Wolfe Herd.

The Simpson Thacher team was led by M&A partner Anthony Vernace and included M&A partner Robert Langdon and corporate partner Clare Gaskell.

Baker McKenzie is advising the majority shareholders of MagicLab. The team is led by M&A partner David Scott and includes partners Leif King and Lawrence Lee in Silicon Valley.

Scott commented: ‘MagicLab is a fantastic business, with terrific brands and huge potential. The Blackstone acquisition is a great opportunity to further develop the platform. It’s been a real pleasure to partner with Andrey and the MagicLab team on this one.’

The deal is expected to close early next year.

Finally, Latham & Watkins advised Interswitch and its shareholders on a partnership with Visa. Visa will acquire a minority equity stake in the business which is valued at $1bn, making it one of the most valuable African Fintech businesses.

The team was led by London corporate partners Kem Ihenacho and Linzi Thomas and included partners James Inness and Christian McDermott. A Morrison & Foerster team led by London corporate partner Andrew Boyd advised Visa. The transaction is subject to regulatory approval.

muna.abdi@legalease.co.uk

Legal Business

From pavements to sidewalks: PE star Mahon’s move to Simpson Thacher melts CC hearts to stone

From pavements to sidewalks: PE star Mahon’s move to Simpson Thacher melts CC hearts to stone

The success of Simpson Thacher & Bartlett where others have failed in luring Clifford Chance (CC)’s Amy Mahon to the other side has dealt a blow to CC’s corporate practice and other US firms vying to hire her.

Mahon – who in Legal Business last year told of her long-standing grievance with popstar Adele after a row over a nanny – told CC words to the effect of ‘that’s it, I quit, I’m moving on’ and surfaced at Simpson Thacher in January.

Legal Business

Hello from the other side: CC private equity star Mahon to join Simpson Thacher

Hello from the other side: CC private equity star Mahon to join Simpson Thacher

In a significant blow to Clifford Chance’s M&A practice, Simpson Thacher & Bartlett has enticed private equity star Amy Mahon to its London office.

Mahon, who emerged as the most widely-cited female partner for private equity in Legal BusinessAlphas feature earlier this year, has been acknowledged by her peer group as ‘the most visible woman at Clifford Chance’ .

A partner at Clifford Chance for 10 years, Mahon had forged relationships with a client base including Apax, KKR Infrastructure, Hermes and EQT. Having trained at CC, she also bolstered her credentials with a two-year stint at Macquarie before re-joining the Magic Circle firm at partner level.

She specialises in UK and cross-border M&A, leveraged buyouts, infrastructure and consortium transactions, acting for financial sponsors including private equity firms, infrastructure funds and investment banks. She follows a path from CC to Simpson Thacher already trodden in 2009 by playmaker Adam Signy and Jason Glover in 2010 .

In Mahon, Simpson has secured the services of one of the most widely sought-after PE players. She was rumoured to be in talks with Latham & Watkins and at the time of the Alphas feature was described by one recruiter as: ‘loyal to CC but could go anywhere she wants.’

Bill Dougherty, chairman of Simpson Thacher’s executive committee, said: ‘[Amy’s] extensive experience advising private equity firms and investment banks, particularly within the infrastructure space, makes her an excellent addition to our London team and further enhances our ability to tackle the largest and most complex transactions for clients both in Europe and across the globe.’

‘Amy is a perfect fit for our London team having already worked on a number of market-leading transactions on behalf of longstanding Simpson Thacher private equity clients,’ said Jason Glover, managing partner of the London office. ‘Her impressive track record as a top M&A practitioner will further bolster our global M&A capabilities and add additional depth to our bench of exceptionally skilled London-based lawyers.’

Standout recent mandates for Simpson Thacher’s M&A team have included advising Melrose Industries on the hostile offer for GKN plc, advising KKR on its US$8bn buyout of Unilever’s global Spreads business and acting for Silver Lake on its acquisition of ZPG plc for US$3bn.

Nathalie.tidman@legalease.co.uk

For more on Amy Mahon and why she has a problem with Adele, read her recent Life During Law interview here

Legal Business

Deal Watch: Simpson, CC and NRF line up as business data firms generates big ticket double

Deal Watch: Simpson, CC and NRF line up as business data firms generates big ticket double

As January draws to a close the deal market continues its robust run, with Simpson Thacher & Bartlett leading the advisers on Blackstone’s headline-grabbing Thomson Reuters carve-out while City leaders deploy for Informa’s £3.9bn takeover of UBM.

Simpson, Dechert and Norton Rose Fulbright (NFR) won the lead mandates on a Blackstone-led bid to acquire the data analytics business of Thomson Reuters in a deal valued at $20bn. The bid, confirmed on Tuesday (30 January), is one of the largest ever private equity-backed acquisitions and Blackstone’s largest outside the real estate sector.

Simpson is advising the consortium headed by long-standing client Blackstone, which also includes Singaporean sovereign wealth fund GIC and Canadian pension fund CPPIB. A New York-based Simpson team includes partners Wilson Neely, Elizabeth Cooper and Mike Wolfson (M&A) and Lori Lesser (IP).

Thomson Reuters, advised by Torys and Wachtell, Lipton, Rosen & Katz, is selling a 55% majority stake in its financial and risk (F&R) business in return for gross proceeds of $17bn. The company will keep a 45% stake in the business, as well as full ownership of its legal, tax & accounting and Reuters news operations. As part of the deal, Reuters will supply news to the F&R business for $325m-a-year under a 30-year contract.

NRF, meanwhile, advised Thomson Reuters Founder Share Company, fielding a team that included New York corporate partner David Barrett and London-based IP head Mike Knapper. The London team included corporate partner Jon Perry as well as senior lawyers Clementine Hogarth and Jon Perry. Dechert is advising GIC out of New York with a team led by corporate partners Mark Thierfelder and Jonathan Kim.

The business publishing sector in January generated another multi-billion pound deal with Informa finalising its recommended cash and share offer on its £3.9bn acquisition of listed events business UBM. CC acted for Informa, fielding a team under partners Katherine Moir and Steven Fox, opposite Linklaters duo Michel Honan and Iain Fenn for UBM. CC has acted for Informa on numerous occasions previously, including on its proposed $1.5bn acquisition of Penton Business Media in 2016.

The takeover is designed to create an events business with revenues of £2.6bn a year. Ashurst is advising Centerview Partners, the financial adviser to Informa, with a team led by corporate partner Tom Mercer and banking partner Tim Rennie. UBM is currently the largest dedicated B2B events business in the world, owning and operating more than 300 exhibitions and events.

Despite unease about Brexit, 2018 has gotten off to a strong start for deal counsel, with a string of marquee bids already announced as a depressed sterling and robust economies in the US and the Eurozone underpin M&A activity.

nathalie.tidman@legalease.co.uk

Legal Business

Skadden, White & Case, Freshfields, Simpson lead elite firms on Europe’s largest software buyout

Skadden, White & Case, Freshfields, Simpson lead elite firms on Europe’s largest software buyout

Skadden, Arps, Slate, Meagher & Flom and White & Case advised HgCapital as it led a consortium of investors purchasing €4.64bn of stakes in Norwegian software company Visma, in one of Europe’s largest ever software buyouts.

US buyout firm KKR is selling its entire €1.59bn stake in Visma, while private equity firm Cinven is selling 40% of its Visma holdings.

Private equity partners Richard Youle and Katja Butler, left White & Case last month to join Skadden in anticipation of the deal’s announcement. 

White & Case remain advisers to Hg on the debt component of the deal, with a team led by London’s banking partner Colin Harley and Brussels’s antitrust partner Pontus Lindfelt.

The investor group includes Intermedia Capital Group (IGC), Montague, the Government of Singapore Investment Corporation (GIC) and Visma’s management team.

KKR is advised by Simpson Thacher & Bartlett, alongside ABG Sundal Collier, Morgan Stanley, EY and OC&C, while Freshfields Bruckhaus Deringer, in a team led by Adrian Maguire and Victoria Sigeti, advised Cinven.

Ropes & Gray advised new client ICG, led by private equity partner Helen Croke and finance partner Malcolm Hitching, who led on the debt aspects of the deal. 

Linklaters advised Montagu with a team led by financial sponsors co-head Alex Woodward.

Oslo-headquartered Visma provides mission critical accounting, resource planning and payroll software to small and medium-sized businesses in the Nordic and Benelux region.

Before the deal, Hg, Cinven and KKR each owned a third of Visma. Following the deal, Hg will hold 41% of Visma, Cinven will retain a 17% share, while Visma management will hold 7%. The rest of the consortium will hold minority stakes.

Hg initially invested €114.8 million in Visma in 2006, completing a public-to-private de-listing from the Oslo stock exchange valuing the business at £382m at that time. HgCapital subsequently continued to hold a stake in the business over the following eight years, before re-investing again in 2014, alongside both KKR and Cinven, each holding 31.3% of the company at that point.

Between 2006 and 2016, Visma’s revenues grew at a compound annual rate of 17. The company completed more than 120 bolt-on acquisitions over the same period and improved operating margins from 15% to 25%.

Schjødt is advising HgCapital on Norwegian aspects of the deal and Wiersholm for Visma and the management team.

Private equity firms have been increasingly interested in software companies in recent years.

Marco.cillario@legalbusiness.co.uk

Legal Business

Simpson Thacher and CC act on $12.2bn real estate sale of Logicor to CIC

Simpson Thacher and CC act on $12.2bn real estate sale of Logicor to CIC

Simpson Thacher & Bartlett and Clifford Chance (CC) have advised Blackstone and China Investment Corporation (CIC) respectively, as Blackstone announced the $12.2bn sale of its pan-European logistics company Logicor to CIC.

Simpson Thacher advised real estate investor Blackstone, with a team led by corporate partners Wheatly MacNamara and Adam Signy in London. CC acted for CIC, with global co-head of real estate Adrian Levy and corporate partner Nigel Wellings leading.

Developed through 50 different acquisitions, Logicor owns and operates a portfolio of high-quality logistics assets, totaling 147 million square feet in 17 countries. Over 70% of these are located in the UK, Germany, France and Southern Europe, along the major transport corridors and close to key cities, to follow a shift in demand driven by online sales.

US private equity house Blackstone manages approximately $102bn in investor capital, while CIC is headquartered in Beijing with registered share capital of $200bn.

Clifford Chance’s global co-head of real estate sector Adrian Levy led the team, with support from partners Nigel Wellings, Alis Pay, Catherine Cook, David Saleh and Barry O’Shea.

This March, Simpson Thacher advised on a separate Blackstone and M7 real estate venture to acquire Hansteen’s continental European properties.

Simpson Thacher’s Macnamara also led on Blackstone’s acquisition of the real estate assets of GE Capital, in a deal valued at approximately $23bn, alongside Wells Fargo. She also led when acting on Blackstone’s €6bn acquisition and financing of over six million square feet of logistics assets in Europe. Both deals took place in 2015.

Last December, Simpson Thacher advised Blackstone on the purchase of Solvay’s cigarette filter business Acetow to private equity group Blackstone, for around €1bn.

Equally, in 2012 CC acted for CIC on the purchase of a 10 per cent stake in Heathrow Airport.

Earlier that year, when CIC bought a stake in Thames Water’s parent company Kemble Water, it turned to Linklaters for advice.

The deal is expected to close later this year.

Georgiana.Tudor@legalease.co.uk

Legal Business

‘Time to pass the baton’: Glover becomes Simpson Thacher City head as Connolly steps down at Mayer Brown

‘Time to pass the baton’: Glover becomes Simpson Thacher City head as Connolly steps down at Mayer Brown

Simpson Thacher & Bartlett‘s London managing partner Gregory Conway has stepped down from his role after 10 years of leading the practice in favour of private funds partner Jason Glover, while litigator Sally Davies has been named Sean Connolly’s replacement as senior partner at the City office of Mayer Brown.

Conway left the role in the end of March and is expected to remain a partner at the firm, while Glover will become the first non-US managing partner of the London office.

Glover, who joined Simpson Thacher in 2010 from Clifford Chance, has led Simpson Thatcher’s funds practice in Europe, for clients including Actis, Apax, BC Partners, Bridgepoint, Cinven, Coller Capital, CVC and EQT.

Conway was appointed the US firm’s London head in 2007 after former UK chief Walter Looney returned to the New York headquarters, also after 10 years at the helm.

Commenting on his appointment, Glover (pictured) said: ‘Greg felt that having done it for 10 years and having had incredible success in growing the practice, it’s probably time to pass on the baton.’

‘We’re not very big on titles and roles,’ he added.

Simpson Thacher made a rare London hire at the end of last year, taking on Freshfields Bruckhaus Deringer partner Ben Spiers to boost its M&A practice. Widely tipped as a potential successor to heavyweight Adam Signy, Spiers’ practice focuses on the TMT sector. The hire of Spiers was Simpson’s first London lateral hire since the firm hired high yield star Gil Strauss from Weil, Gotshal & Manges in 2014.

Meanwhile, Mayer Brown also announced today (19 May) that litigation partner Sally Davies has been appointed London senior partner for a five-year term beginning on 1 July. She succeeds Sean Connolly, who steps down after 10 years in the role.

Davies joined Mayer Brown as a trainee in 1992 and was made a partner in 2001. In addition to her appointment as senior partner, Davies was recently elected to serve on the firm’s global partnership board. Connolly will continue as a partner in the firm’s litigation practice, where he advises on multi-jurisdictional disputes.

georgiana.tudor@legalease.co.uk