Legal Business

Energy boost: Norton Rose and A&O power £10bn Welsh nuclear joint venture

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Corporate Allen & OveryNorton Rose Fulbright
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Norton Rose Fulbright and Allen & Overy (A&O) have advised as Horizon Nuclear Power has announced its joint venture for a £10bn nuclear power plant in Wales.

British energy company Horizon principally used its in-house capability, with support from Allen & Overy for the new plant at Wylfa Newydd on the Isle of Anglesey. A&O global projects head Gareth Price led advice for Horizon. The firm has been advising Horizon and its owner Hitachi since the Japanese firm bought Horizon in 2012 and has been advising on its new build nuclear projects in the UK.

Norton Rose advised Hitachi Nuclear Energy Europe, one of three joint venture partners for the 2,700MW nuclear plant. The other members of the joint venture, dubbed Menter Newydd, which means ‘new venture’ in Welsh, are US-firm Bechtel and Japanese company JGC Corporation. These companies were advised by their in-house counsel.

Leading Norton Rose’s advice on the deal, nuclear energy and water group head Peter Hall said: ‘It is clear from recent UK Government statements that nuclear new build has a key role to play in securing a low carbon and sustainable energy mix going forward. We are delighted to have played our part in meeting that objective by helping to build the growing momentum behind the Wylfa Newydd project.’

The Horizon project is set to come online around the same time as EDF’s Hinkley Point C nuclear power plant, which is expected to start power output in 2026. Horizon, which was formed in 2009, is also planning another major nuclear power station at Oldbury in South Gloucestershire.

The new boost for nuclear power follows high-profile mandates for Magic Circle firms which have picked up major clean energy projects.

Last month, Linklaters advised on a £2.6bn Scottish wind farm project alongside Norton Rose, while in May the firm alongside Allen & Overy advised on the £1.3bn Dudgeon wind farm project, which is under construction off the Norfolk coast.

matthew.field@legalease.co.uk

 

Legal Business

Revolving doors: DWF makes major corporate City hire as A&O and Stephenson Harwood make international appointments

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Strategic recruitment Allen & OveryDWFStephenson Harwood
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DWF has appointed a new London head of corporate while Allen & Overy (A&O) and Stephenson Harwood have both made lateral hires to their international offices.

In a move to ‘significantly grow’ its corporate offering, DWF has hired Squire Patton Boggs head of capital markets Matthew Doughty to lead its London corporate division. With over 20 years’ experience, Doughty specialises in mid-market M&A, equity capital markets transactions and ongoing securities law advice for both private and publicly owned companies. National head of corporate at DWF Frank Shephard said the firm’s national team has a ‘very clear’ growth plan, ‘which involves investing in our London office and increasing its connectivity with the firm’s regional hubs in order to deliver high-value corporate work for clients with greater efficiency, cost-effectiveness and expertise.’

The senior director of antitrust at Philips, Yvo de Vries, is to join A&O’s Amsterdam office as partner in its global antitrust practice. Before his time at the lighting company, de Vries was the head of the EU litigation department of the Dutch Ministry of Foreign Affairs. A&O Amsterdam senior partner Ferdinand Grapperhaus said: ‘the unique combination of his experience as a lawyer, a litigator in Luxembourg and an in-house counsel at Philips make him a huge asset to our practice.’

Stephenson Harwood has also made an international lateral hire with the addition of Erik Wallace to its private wealth team. Wallace, who will be based in the firm’s Hong Kong office, joins from Withers. Stephenson Harwood Greater China private wealth head Ian Devereux said: ‘With his reputation and expertise in US taxation and estate planning matters, his arrival will significantly enhance the ambit of service we can provide to our Asian clients with US nexus. Having a partner of Erik’s calibre join the firm fits perfectly with the level of expertise our clients expect.’

Chadbourne & Parke has hired Bryan Cave’s head of Central Eastern Europe and CIS team Irina Tymczyszyn as partner to its international arbitration and public international law practice in London. Tymczyszyn advises major international clients in the area of disputes relating to shareholders’ and investment agreements, construction agreements, agreements relating to oil and gas industries and fraud.

madeleine.farman@legalease.co.uk

Legal Business

A&O hires Simmons IP star Noor in patent court play

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Litigation Allen & OverySimmons & Simmons
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In preparation for the new Unified Patent Court (UPC), Allen & Overy (A&O) has strengthened its life sciences practice with the hire of Simmons & Simmons IP partner Marjan Noor.

Noor (pictured) is well regarded for her specialisation in patent litigation and regulatory advice in the life sciences sector. Joining Simmons & Simmons in 2010, Noor has represented clients such as pharmaceutical companies Bayer, GSK Vaccines and Eli Lilly.

The firm said Noor’s arrival is ‘an important part of the firm’s preparations for the UPC and the strategically significant patent litigation in this new forum’, allowing the A&O team to ‘fully take advantage of the opportunities presented by the UPC’.

The new court represents the biggest ever shake up of European patent legislation, as it creates a create a unified position to patent registration and litigation across 25 European member states, affecting businesses in a range of sectors, including TMT, life sciences, aerospace & defence and industrial & manufacturing.

A&O global head of litigation Tim House described Noor as an excellent patent litigator and life sciences regulatory specialist.

He added: ‘We are delighted to welcome her to our strategically important and thriving practice group. We are confident that Marjan’s appointment will boost and strengthen our client offering.’

Noor joins a 15 partner strong global IP group, working alongside London IP litigation head Nicola Dagg, Neville Cordell, Jim Ford, Mark Ridgway and Nigel Parker in the firm’s London office.

Dagg said Noor’s hire comes at a time of ‘generational change for patent litigatiors’.

She addeD: ‘This is extremely timely given how busy patent litigation is in the life sciences sector on the eve of the UPC opening for business with the life sciences division in London.’

The hire is part of wider growth that is expected across the four year tenure of the firm’s new management team. Senior partner Wim Dejonghe and managing partner Andrew Ballheimer are to lead the firm until 2020.

Speaking with Legal Business, Dejonghe and Ballheimer indicated their goal is to ‘keep growing in a quality way’ with further growth expected across the US, China and Europe.

madeleine.farman@legalease.co.uk

Legal Business

‘Evolution, not revolution’: New A&O management team sets sights on US, Europe and China growth

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Leadership Allen & Overy
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Continued and steady growth is the key focus for Allen & Overy‘s new management team, with senior partner Wim Dejonghe and managing partner Andrew Ballheimer setting their sights on growth in the US, China and Europe.

Elected until 2020, Dejonghe (pictured left) and Ballheimer (pictured right) say their goal is to ‘keep growing in a quality way’. With Dejonghe describing it as ‘evolution, not revolution’, international growth was pinpointed as a goal for A&O’s management, with a focus on clients and sector focused organisation. This is a change that Dejonghe sees as a cultural shift away from the firm’s traditional corporate, finance and litigation practice focus.

The pair list a focus on the funds industry, the finance industry, private equity, TMT and regulatory compliance as sectors the firm will be looking to grow.

Both Dejonghe and Ballheimer acknowledge the importance of US growth to the firm, but will not put a time frame on expansion, with the firm open to possibilities. ‘We know a lot of people, we talk to a lot of people, I think the reality is there are two legal systems that are exportable in the world; it’s English law by definition and US law. American law is gaining market share and we are building our practice to deal with that.’
He added: ‘There’s no one quick fix and there’s no one conversation, it’s just a steady building of our practice which I think we’ve done pretty well, and will continue.

Dejonghe also said the firm’s US focus was not confined to the states, there are plans to expand its US law offering across the firm’s international offices.

‘There’s a misconception that it’s just about New York, it’s about growing US law capability across the world. It’s not about how big your US office is, it’s about how credible your US law offering is around the world. We’ve got a US practice here, we’ve got one in Hong Kong and Singapore, we’ve got one in Germany, one in the France, and that’s how we have to look at it, and that’s how you come to this kind of size.’

The firm’s new management team also plan to grow in both Europe and China. Dejonghe said: ‘There’s a bit of growth to be done in one or two areas of [Europe], we’re 90% there.’

On the China question, Ballheimer added: ‘In terms of China, obviously the outbound play is a very important and we need a good offering there with probably a bit more [growth].
Outside those three areas I think our firm is very well built, in terms of both the quality and coverage, and also client mix so it’s more of the same.’

But with eight years of management experience under his belt and steady growth across his tenure as managing partner, Dejonghe doesn’t see immense change to the firm’s successful structure.

He added: ‘Obviously I’ve been in Andrew’s role for the past eight years, so don’t expect a huge change. We’ve had a good run in the last seven or eight years, I think we’ve really taken market share, we’ve built our network and focused on the innovation space, and we will continue doing that so expect more of the same. We’ve got a clear direction and we’ll just keep on going.’

madeleine.farman@legalease.co.uk

Legal Business

SullCrom, A&O and Wachtell advise on biggest M&A deal of the year to date as Bayer makes $62bn bid for Monsanto

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Corporate Allen & OverySullivan & CromwellWachtell, Lipton, Rosen & Katz
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Sullivan & Cromwell, Allen & Overy, and Wachtell, Lipton, Rosen & Katz all won roles, as healthcare and agriculture giant Bayer placed a bid to acquire agricultural company Monsanto for $62bn, in a deal which would create the world’s biggest agricultural supplier.

In the largest ever bid by a German company, Bayer believes the acquisition will reinforce the company as ‘a global innovation-driven life science company with leadership positions in its core segments’. It expects the acquisition will create profits of approximately $1.5bn across three years ‘plus additional integrated offer benefits in future years’.

Allen & Overy (A&O) is advising Bayer on the financing of the transaction, while Sullivan & Cromwell is advising on M&A matters. Sullivan & Cromwell’s team was led by New York-based corporate partner Matthew Hurd, with Los Angeles based coporate partner Eric Krautheimer and antitrust partners Juan Rodriguez based in London and Steven Holley based in New York also working on the bid.

A&O’s team is led by Frankfurt-based banking and finance partner Neil Weiand, while banking and finance partner Thomas Neubaum and capital markets partner Oliver Seiler are also advising from Frankfurt. Banking and finance partners Nicholas Clark and George Link and corporate partner Stephen Mathews are advising in London while corporate partner Hans Diekmann and tax partner Marcus Helios are acting from Düsseldorf.

Wachtell, Lipton, Rosen & Katz will advise Monsanto through the potential acquisition. The company confirmed it had received the ‘unsolicited’ bid from Bayers, but ‘there is no assurance that any transaction will be entered into or consummated, or on what terms’.

The bid is subject to due diligence, regulatory approvals and other conditions.

The deal is the second largest M&A transaction to date this year, beating out China National Chemical Corp’s $43bn bid for Swiss seeds and pesticides group Syngenta in February. Advisers on that deal included Simpson Thacher & Bartlett, Davis Polk & Wardwell, and Swiss firm Bär & Karrer.

madeleine.farman@legalease.co.uk

 

Legal Business

‘A landmark transaction’: Allen & Overy and Linklaters take roles on £1.3bn Dudgeon wind farm financing

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Finance Allen & OveryLinklaters
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Teams from Magic Circle firms Allen & Overy (A&O) and Linklaters have advised on the financing for the development of one of the world’s largest offshore windfarms, the Dudgeon windfarm off the east coast of England.

A&O acted for the mandated lead arrangers on the £1.3bn long-term financing of the windfarm, which is currently under construction 32km out to sea from the north Norfolk coastline.

Those arrangers include the Bank of Tokyo-Mitsubishi, BNP Paribas Fortis SA/NV; Crédit Agricole Corporate and Investment Bank; KfW IPEX-Bank, Mizuho Bank, Abbey National Treasury Services, (trading as Santander Global Corporate Banking), Siemens Bank, Société Générale and Sumitomo Mitsui Banking Corporation.

Dudgeon is being developed by the Norwegian oil & gas company Statoil, which has a 35% stake; Abu Dhabi’s renewable energy company Masdar, which also has a 35% share; and Norway’s state-owned electricity company Statkraft which owns the remainder. These parties were advised by Linklaters, with a team led by projects partner John Pickett

A&O’s team was led by Chris Andrew and included partner Sheila Connell. Andrew labelled the deal ‘a landmark transaction’ because it is the first UK offshore wind project to obtain financing under the UK government’s new ‘Contract for Difference’ regime.

He added: ‘Detailed preparatory work meant financing on this project was nevertheless executed very quickly.’

While Magic Circle firms have been affected by a drop off in project finance work, Linklaters and A&O are the dominant firms in the market, with A&O controlling 10% of the market between January 2012 and December 2014, according to Dealogic.

Read more about project finance in the City in: ‘Price of debt – austerity and the plight of a project finance partner.’

victoria.young@legalease.co.uk

Legal Business

Allen & Overy bolsters US securities offering with former Skadden partner hire in Australia

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Finance Allen & Overy
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Allen & Overy (A&O) has added a three-strong US securities team to its Australian operations. The team joins the firm after leaving Skadden, Arps, Slate, Meagher & Flom, which confirmed it was closing its Sydney office in February, reducing its presence to just one partner in the country.

Former Skadden partner Mark Leemen brings counsel Cécile Baume and associate Matthew Lim to A&O. The team have advised on six of the 10 largest IPOs in Australia and New Zealand since 2013, including the IPO of WiseTech Global, the global logistics software company, which is Australia’s newest A$1bn technology listing. Recent clients for the team have included Scentre Group, Transurban, Westpac, leading investment banks operating in Australia, and the Commonwealth Department of Finance, which Leemen represented on the Medibank privatisation and IPO.

The trio will be based in Sydney and joins a team of 21 partners based in A&O’s Sydney and Perth offices, which hold a focus on corporate, finance, litigation and antitrust.

Australia capital markets practice lead Tony Sparks said of the hires: ‘US securities expertise is a critical component of many of the fundraising transactions that we are involved in and this addition creates a unique integrated capital markets offering to our clients’.

Skadden Arps has retained one partner in Sydney since announcing the office closure, with co-head of its corporate finance group Adrian Deitz remaining in Sydney as part of the firm’s Singapore and Hong Kong team.

madeleine.farman@legalease.co.uk

Legal Business

Allen & Overy and Linklaters scoop roles as Nestlé launches ice cream joint venture

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Corporate Allen & OveryLinklaters
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Allen & Overy and Linklaters have won roles on the creation of Froneri, a 50/50, €3bn joint venture between global food giant Nestlé and British frozen food firm R&R Ice Cream to sell ice cream in more than 20 countries.

Linklaters advised Nestlé while Allen & Overy advised the owner of R&R Ice Cream, Paris-based private equity house PAI Partners, as the pair pool their portfolios in a bid to share costs.

Headquartered in the UK, the new brand will cover over 20 markets in Europe, the Middle East, Argentina, Australia, Brazil, the Philippines and South Africa. The joint venture, which will combine the two companies’ ice cream businesses and will include Nestlé’s European frozen food business in most areas, is expected to employ over 15,000 workers and generate sales of $2.8bn. The deal is expected to close midway through the year.

A&O private equity partners Stephen Lloyd (pictured) and Karan Dinamani led a team instructed by PAI Partners, alongside commercial partner Jim Ford, who is advising on intellectual property issues. Linklaters corporate partner Michael Honan, who was promoted to partner last year, led the team advising Nestlé on the joint venture.

Speaking to Legal Business Lloyd, (pictured) said: ‘The great thing for us is that PAI is an existing finance client of the firm which we’ve translated into an M&A client, increasingly helping them with their big international transactions.

‘This is an important transaction for PAI and Nestlé, not just for its size and complexity but as an early example of trade outsourcing production to a private equity partner while refocusing its business on a branding model.’

This is the third acquisition on which A&O has advised PAI on in the past 18 months, with the firm instructed by the Paris-based private equity fund on its £301m acquisition of outdoor outfitter A/S Adventure in February 2015 and its bolt-on purchase of rival Snow & Rock, which owns Cotswold Outdoor, in May that year.

The two firms recently won roles advising on a $965m combined financing deal for UAE Exchange Centre and Travelex Holdings backed by nine banks, to support both forex companies’ growth plans. UAE Exchange was advised by Linklaters while the nine banks were advised by A&O.

madeleine.farman@legalease.co.uk

For more on competition between London-based private equity teams, see ‘ABC – the brutally simple world of a private equity lawyer’

Legal Business

Cleary Gottlieb lands A&O FinReg head Bob Penn in rare City hire

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Strategic recruitment Allen & OveryCleary Gottlieb Steen & Hamilton
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In a rare partner exit from Allen & Overy (A&O), the firm’s head of non-contentious financial services regulation Bob Penn has quit to join Cleary Gottlieb Steen & Hamilton in London.

The hire is a significant move for the Wall Street-bred law firm, reflecting the robust demand for senior regulatory counsel in Europe. Penn leaves his role heading A&O’s financial services London team to join Cleary as a partner.

A&O’s City-based banking regulatory team will be co-led by partners Damian Carolan and Etay Katz. The firm also promoted Kate Sumpter to partner in the team from 1 May.

Penn departs from A&O after 17 years having joined in 1999 and being made up to partner in 2007. His experience covers the full range of non-contentious financial services regulation, advising banks, asset managers, market infrastructure providers and financial institutions on national and international regulation.

He also led A&O’s UK and European financial services reform agenda, including advising on revisions to capital requirements, the introduction of recovery and resolution plans and crisis management and retail ring-fencing for banks. Penn notably represented HSBC on its structural reforms to ring-fencing reforms in the UK and EU.

London Cleary partner Simon Jay said: ‘He brings a fantastic wealth of knowledge in UK and EU financial services regulation. Bob’s appointment will enhance our ability to offer bank and other clients in the financial services industry a single source of the highest quality advice across the EU and the US.’

‘Following the financial crisis, regulatory developments in the US, UK and EU have had a profound impact on our clients,’ argued Cleary Gottlieb managing partner Mark Leddy. ‘Bob’s joining us in London will cement our position as the only leading firm with a truly transatlantic financial services regulatory practice.’

An A&O spokesperson commented: ‘We would like to thank [Penn] for the contribution he has made. We have a strong banking regulatory capability in London. Our banking regulatory practice includes over 30 partners and 80 associates globally, recently bolstered by Charlotte Robins, who will join our Asia-Pacific team this summer.’

The appointment is a rare City recruit for Cleary, despite the New York-based law firm having built a well-regarded European network, with a strong reputation for securities and antitrust work. The firm currently has 117 lawyers in its London arm.

jaishree.Kalia@legalease.co.uk

For more on US firms in London click here for our 2016 Global London report.

Legal Business

‘Growing confidence’: Linklaters and A&O lead on biggest post-crisis RMBS transaction

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Finance Allen & OveryLinklaters
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Magic Circle firms Linklaters and Allen & Overy were instructed on the £6.1bn securitisation of UK mortgages by private equity house Cerberus Capital Management in what is the largest residential mortgage-backed securitisation (RMBS) since misuse of the product brought about the financial crisis in 2007.

The bonds, which have been purchased by institutional investors, are backed by a pool of mortgages from the legacy book of NRAM, the former Northern Rock mortgage business which was nationalised in 2008.

Cerberus Capital Management picked up the mortgage portfolio in November last year for £13bn in what was the biggest-ever disposal of financial assets by the British government. The transaction consists of seven rated tranches of secured mortgage loans, the largest of which is a £4.7bn tranche rated AAA by Standard & Poor’s.

London-based structured finance partner Adam Fogarty (pictured) and New York capital markets partner Caird Forbes–Cockell led Linklaters advice to two the two Cerberus subsidiaries, Cerberus European Residential Holdings and FirstKey Mortgage, which packaged the bonds.

Fogarty said: ‘This is a significant transaction in what have been relatively quiet markets for primary issuance this year, and shows that there remains strong demand for high-quality securitisation in Europe.’

Allen & Overy advised Morgan Stanley as arranger and the joint lead managers of the securitisation. The team was led by securitisation partners Sally Onions and Salim Nathoo, with support from UK co-head of tax Chris Harrison and New York-based securitisation partner John Hwang.

Of the 125,000 loans worth £13bn Cerberus purchased late last year, £12bn consisted of secured residential mortgages, while £1bn was made up of unsecured loans sold by Northern Rock as part of the so called “Together” deals – which gave out mortgages with a loan to top it up. The private equity house has already sold £3.3bn of the assets it acquired from the UK government to TSB Bank.

Onions added: ‘The message this transaction sends is really important, not simply because of its sheer size, but rather how it underlines the growing confidence in the asset-backed securities market. Market participants will be reassured by its success and we expect to see other non-bank entrants come to the securitisation market over the course of the year.’

tom.moore@legalease.co.uk