Legal Business

Rising Stars for 2014 – Private Equity and Investment Banking

Rachel Thompson

Assistant General Counsel, Bridgepoint

In her early thirties, Thompson is one of the youngest entrants on the Rising Stars list. After training at Clifford Chance and qualifying into corporate in 2007, she was seconded to Bridgepoint in 2009 for one year and stayed on, becoming permanent in 2010.

She works closely with the buyout house’s GC Charles Barter, formerly a partner at Travers Smith. Bridgepoint’s growth ambition has seen a substantial amount of responsibility placed upon Thompson, making her indispensable to both Barter and external counsel.

She has been involved in Bridgepoint’s significant deals over the last couple of years, including the acquisition of Lumison and the £281m buyout of social care provider Care UK. She was also involved in the disposals of its remaining shares in Safestore and Pets at Home to Kohlberg Kravis Roberts for just under £1bn.

She is described as ‘a very calm, smart and sensible lawyer who has the complete trust of the deal team and has total control of her brief. A definite GC of the future’.

Christiana Norman

Managing Director and Associate General Counsel, Bank Of America Merrill Lynch

An ex-Slaughter and May and Morgan Stanley lawyer, Norman is praised for her work not only within Bank of America Merrill Lynch but also within the wider banking industry and with regulators to implement ongoing industry reforms, such as the European Market Infrastructure Regulation.

One advocate comments: ‘Chris has advised within the bank but also involved other players to provide a forum for industry-wide issues to be debated and resolved in the most constructive and transparent way.

‘She is a real star and highly trusted by a wide group of senior people in-house and in private practice looking at regulatory issues.’

Stuart Banks

European General Counsel, Hellman & Friedman

After qualifying at Travers Smith in 2000, Banks moved to Cleary Gottlieb Steen & Hamilton’s London arm, working under partner Simon Jay. His time at the US law firm included a two-year stint at the Takeover Panel, an experience he describes as transformational. He left Cleary in 2007 to become Hellman & Friedman’s first-ever European GC.

Unusually for an in-house legal position in private equity, he was recruited as much to manage deals as for his technical contribution.

The US fundraising and $8.9bn fund in 2008-09 has certainly helped, and Hellman & Friedman looks set to be a prominent player in the recovering private equity market. Banks looks set for plenty of deal exposure.

One commentator says: ‘Stuart is a very astute commercial lawyer which, in combination with his intellect, makes him a formidable general counsel.’

Simon Croxford

Managing Director and General Counsel Asia-Pacific, Barclays Capital

In September 2012, Croxford was promoted to head of legal for the corporate and investment bank and wealth and investment management businesses in Asia-Pacific.

Formerly head of the legal team which supports BarCap’s fast-expanding EMEA investment banking division (IBD), Croxford’s team of around 30 lawyers has been focusing on the growth and development of the firm’s business across new markets in the region. It is his interest in innovative deal structures and seeing them through from inception to completion that initially drew him in-house, having qualified at Linklaters with a focus on capital markets. He worked between the London and Paris offices before moving to UBS in 2000 to sit in its transactional legal team handling debt, equity and advisory work.

He joined BarCap in early 2005 straight into the IBD legal team, which is responsible for providing legal coverage for ECM, debt capital market and M&A deals, as well as the private equity and principal investment businesses.

One admirer comments: ‘He gets to the heart of difficult legal issues quickly, while at all times driving forward what the business requires.’

Richard Harry

Solicitor, Legal & General

Harry successfully guided Legal & General Investment Management (LGIM) through the client clearing of over-the-counter (OTC) derivatives, well ahead of the compulsory deadline in 2013.

Subsequently, he has been at the forefront of regulatory developments in the OTC derivatives market both in the US and Europe and has been responsible for drafting technical client communications.

One advocate says: ‘Richard was the lead project manager and architect behind LGIM’s trading documentation templates, involving numerous counterparties. These documents leveraged off the LGIM brand and gave clients robust and effective entry into the OTC market for LDI [liability-driven investment] mandates, generating new business and improved efficiencies.

‘Richard combines exceptional technical skills with a strong sense of the commercial imperatives and business risks of his internal client.’

Described as well-organised and diligent, with strong people skills, over the last 12 months Harry has built out his internal team to assist him in delivering this and other major trading and investment projects, and has been fully involved in the recruitment, training and appraisal process.

He has been a member of the LGIM team for over eight years and in that time has developed a deep knowledge of the business and operations of this major institutional asset manager and, with a particular focus on trading and investments, has had considerable exposure to funds (both corporate and trust-based), pension schemes, insurers and sovereigns.

Lauren Livingston

Director of Legal, CVC Capital Partners

Livingston joined CVC in 2007 from Herbert Smith, where she was an associate in the corporate department, specialising in M&A and equity capital markets.

She was instrumental in CVC’s six-month €10.9bn fundraising which, despite taking place in a challenging environment for the private equity market, at its close in June 2013 became the second-largest fundraising since the financial crisis and the third-largest fundraising by a Europe-based private equity fund manager. Livingston is currently carrying out the same role fundraising on CVC’s fourth Asia fund targeting $3bn and work across all products including infrastructure and credit.

In her time at CVC, Livingston has built strong links in the City private equity community, having worked with many of the leading names in the UK buyout market.

One admirer notes that Livingston demonstrates ‘total commitment, drive and intelligence’, adding that she has ‘the ability to readily organise and oversee complex processes, both internally and externally. She has a passion to get the job done, and unfaltering stamina’.

David Sanders

Legal Counsel, Terra Firma

Sanders joined Terra Firma in January 2009 from Macfarlanes and has been a key part of the Terra Firma legal team at a time of sustained activity. He has been involved in all aspects of that activity, ranging from the long-running US litigation against Citigroup in relation to the ill-fated acquisition of EMI in 2007, transactions such as the £276m acquisition of the Garden Centre Group and its subsequent restructuring and the £825m acquisition of Four Seasons in 2012 using a highly innovative financing structure, through to the recent IPO activity undertaken by Terra Firma, including its end-of-2013 float of renewable energy company Infinis.

Jamie Howard

Head of Employment Legal EMEA, UBS

Within the first couple of months of taking up his role at UBS in 2011, Howard was faced with an early morning call saying that Kweku Adoboli had been arrested for fraud by abuse of his position following a $2.3bn trading loss.

On top of his business-critical work, Howard became an integral part of the trial against Adoboli, called upon to give evidence in criminal proceedings after the trader alleged that UBS employees were contractually blocked from testifying in his defence, in which Howard testified that there was nothing to prevent UBS employees giving evidence in litigation.

Around the same time Howard was faced with addressing the remuneration and staff rewards ramifications of the European Commission’s proposals to implement international standards on bank capital requirements under the Capital Requirements Directive IV.

According to one proponent, Howard ‘marries excellent black-letter law understanding with great commercial awareness of what the business needs, always set against the context of the spirit of the law and also the reputation of the business’.

Another says he is ‘a great combination of academic and practical, with a real focus on delivering internally for the business while retaining legal integrity’.

David R. Johnson

Senior Vice President and Associate General Counsel, Citigroup

The senior legal counsel responsible for supporting the structured credit desk in Citi’s London office, Johnson, who manages four other lawyers, received glowing feedback in support of his entry into this report.

His career achievements include helping Citi to purchase credit protection on many large portfolios of high quality but illiquid loans, thereby reducing dependence on Citi’s credit lines and enabling the investment bank to lend more money.

The structured finance specialist has rapidly established himself since joining Citi from Mayer Brown in 2010, having only completed his training contract with Eversheds in 2008.

One Magic Circle partner says of this versatile lawyer: ‘His work [acquiring] credit protection on large portfolios of emerging markets loans was exemplary; these hedges were critical in enabling Citi to meet internal credit risk limits, which many financial institutions have struggled with in recent years, and were particularly problematic as the illiquidity of those emerging markets loans meant that they could not be hedged using normal means.’

Johnson and his team have also advised Citi on its collateralised loan obligation business and have helped the institution overcome difficult legal challenges in relation to risk retention.

Johnson, described as a ‘commercially savvy lawyer who focuses on the right issues and drives transactions to their successful completion’, is vigilant in protecting Citi’s interests and works hand-in-hand with external lawyers to analyse key legal risks with a view to protecting his organisation.

Andrew Coe

Associate General Counsel and Assistant Company Secretary, Jefferies Investment Bank

Coe joined Jefferies in 2011 from Stevens & Bolton, where he was a corporate associate. The eight-years’ qualified lawyer is now associate general counsel of the New York-headquartered global investment bank, which has offices in 33 cities around the world, providing clients with capital markets and financial advisory services, institutional brokerage and securities research, as well as wealth and asset management.

One entry in support of Coe’s nomination says he ‘is definitely one to watch’. They add: ‘[Coe] is a young and highly competent lawyer who is hungry for knowledge. He has an open and honest manner. He is very easy to work with. He is quietly ambitious and enthusiastic. I am sure he will go far.’