Legal Business

‘We are determined to re-build’: Ashurst brings in ex-Goldman banker to revive US structured finance team

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Following the recent blow of a nine-lawyer team walkout from Ashurst’s US offices, the Anglo-Australian firm has hired former managing director at UBS Securities Eric Bothwell to boost the firm’s New York-based collateralised loan obligation (CLO) practice.

With some sixteen years’ experience of working as both an underwriter and a collateral manager at key investment firms, including Goldman Sachs and UBS, Bothwell’s background will bring a new perspective to the role as well as a sizeable contacts book.

‘We are very serious about our CDO [collateralised debt obligation] US practice, and Eric has lots of ideas on how to bring the business back to where it was. We never like to lose good partners but we are determined to re-build and with the experience and high calibre of partners in London, we have been able to bring back work fairly quickly,’ Ashurst’s global head of securities and derivatives Michael Logie told Legal Business. ‘Certain firms are going to write cheques to get the right people, so we need to ensure we are competitive and can compete at the general market level.’

Bothwell, who is admitted to the New York Bar, joins Ashurst as a senior consultant and is reunited with the firm’s US head Bill Gray – both having previously worked at Orrick, Herrington & Sutcliffe, where Bothwell was an associate from 1993 to 1994.

Ashurst’s New York CLO practice was heavily dented after its former US managing partner and finance partner Eugene Ferrer based in New York and global co-head of the securities and derivatives group, Scott Faga, based in Washington DC, alongside three counsel and four associates exited the firm for Paul Hastings in July. The US firm also hired Ashurst’s banking partner Luke McDougall in London in a bid to bulk up its English and US law finance practice in April.

The City stalwart’s US CLO practice now houses derivatives partner Gray alongside finance partner Patrick Quill, making Bothwell the third senior lawyer part of the firm’s New York CLO capability. The firm is also planning to relocate some of its finance associates in London to New York.

Gray said: ‘Eric has been a part of the CLO market almost from its inception and has experienced its growth and change through a variety of cycles. He brings a perspective on the market that few lawyers have.’

Bothwell was vice president at Goldman Sachs for over eight years from 1997 to 2006 in New York, where he was a founding member of the bank’s CLO team. During his tenure, he oversaw all aspects of transaction structuring, execution and marketing.

He then worked as managing director at hedge fund Ellington Management Group for four years, during which he also served as chief operating officer of Ellington Financial – where he ran a team of portfolio managers and analysts focused on managing leveraged loans in both hedge fund and CLO formats.

In 2010, Bothwell moved on to work as a managing director at UBS Securities till 2014 and was involved in the sale and unwind of the bank’s non-core asset portfolios towards the end of his tenure.

Bothwell commented: ‘Given my background, I want to approach this opportunity like I would a business. We are a little small given the recent departures and would like to be bigger, but there is a certain level of confidence and comfort that people have based on previous relationships.’

Ashurst revealed a drop in both firmwide revenues and profits per equity partner (PEP) following a ‘year of consolidation and significant investment’, including a global strategic review, after revenues came in at £561m, down by 4%, while PEP was down 7% to £747,000.

jaishree.kalia@legalease.co.uk

Legal Business

Dealwatch: Slaughter and May and Ashurst win big on Ladbrokes £2.3bn merger with Gala Coral

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As consolidation continued apace in the gambling sector following the merger of 888 Holdings and Bwin.party last week, Slaughter and May and Ashurst won key roles on Ladbrokes £2.3bn tie-up with bookmakers Gala Coral.

If approved by Ladbrokes shareholders and competition authorities, the deal will create the largest UK Licensed Betting Office with additional business in Italy, Belgium, Spain and Australia. The merged company, which will own casinos, high street betting shops and online operations, is looking to have net revenues of £2.1bn with an EBITDA of £392m, though that excludes £65m in cost savings which the duo expect, and a capitalisation of £2.3bn.

Slaughters advised Ladbrokes both on the merger as well as a proposed share placing of 9.99%. The team included corporate chief Andy Ryde, M&A partner Mark Zerdin, finance partner Ian Johnson, and competition specialist Betrand Louveaux, while pension advice was given by partners Jonathan Fenn and Roland Doughty with tax being handled by Gareth Miles and IP/IT by Rob Sumroy. Slaughters’ partner Jane Edwards handled real estate matters. BonelliErede acted on Italian law aspects with corporate partner Mario Roli advising.

The deal saw both Slaughters and Ashurst field their corporate head with co-head of corporate Simon Beddow leading the team at Ashurst advising Gala Coral, alongside corporate partners Dominic Ross and Jonathan Parry. Finance advice was given by Helen Burton with tax partner Alex Cox and pensions specialist Marcus Fink also acting.

Beddow commented: ‘It is a pleasure to act for our longstanding client Gala Coral on this significant deal in the gaming sector. The various legal teams have worked together well to overcome the challenges thrown up along the way and demonstrated once again how the lawyers in the City of London help it to maintain its pre-eminence as a place for undertaking large, complex and innovative deals.’

Magic Circle duo Allen & Overy and Freshfields Bruckhaus Deringer acted last Friday (17 July) as the bidding battle for online gambling company Bwin.party came to an end with 888 beating GVC to acquire the FTSE 250-listed rival for £898m. Skadden, Arps, Slate, Meagher & Flom picked up work from one of the founding shareholders of 888 with a team led by M&A partner Michal Berkner.

michael.west@legalease.co.uk

Legal Business

A&O boosts Spanish office ranks as it hires Ashurst’s banking head

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After having launched a second office in Spain last year, Allen & Overy (A&O) has continued to build its offering in the country by recruiting finance partner Juan Hormaechea from Ashurst, where he most recently led the Spanish banking and international finance department.

Before joining Ashurst nearly 10 years ago, Hormaechea spent three years as vice president and assistant general counsel of the Equity Derivatives Group of JP Morgan Chase in London. Prior to this, he was also in-house counsel at Santander Investment (Banco Santander) and worked at Natwest Markets, both in Madrid.

Hormaechea specialises in structured finance and derivatives – particularly in equity and corporate debt. He also has experience on capital markets deals and disposing and acquiring loan portfolios.

He joins A&O’s Madrid office as a partner in the banking and finance practice taking the team’s total partner headcount to five.  The hire comes on the back of ‘increasing legal advisory services as a result of regulatory changes and the increasingly sophisticated profile of investors in Spain’, the firm said in a statement.

Spain co-managing partner Ignacio Ruiz-Cámara added: ‘Juan’s appointment is in line with our current growth strategy in Spain and is aimed at ensuring that the banking and finance team continues to be one of the firm’s benchmark practice areas, both in Spain and on a global level.’

Hormaechea said: ‘Allen & Overy’s sophisticated approach in Spain and the potential to contribute to its growth was a major factor that influenced my decision to take this next step in my career following a successful ten years at leading law firm Ashurst.’

The news comes as Ashurst lost a four-partner team in June who joined King & Spalding to spearhead its Tokyo office launch while earlier this month Paul Hastings hired a nine-lawyer team in the US from the City stalwart including its US managing partner and finance partner Eugene Ferrer based in New York and global co-head of the securities and derivatives group, Scott Faga.

At the beginning of this year, nine investors in Europe’s largest solar power plant, including German energy giant RWE, instructed A&O to sue the Spanish government at the World Bank’s arbitration court following cuts to solar energy subsidies.

jaishree.kalia@legalease.co.uk

Legal Business

Dealwatch: Linklaters and Ashurst lead on Schneider Electric’s £1.3bn reverse takeover of Aveva

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A four-partner team from Linklaters advised France’s Schneider Electric on its £1.3bn reverse takeover of UK engineering software company and Ashurst-client Aveva.

Schneider instructed Linklaters’ big-billing London corporate partner Nick Rumsby to carry out the deal, with the French company taking a 54% stake in Aveva valued at £1.3bn, in exchange for a £550m cash injection to existing shareholders.

The deal will see the former assets of Invensys, bought by Schneider two years ago for £3.4bn, united with Aveva. Rumsby also advised Schneider on the Invensys deal alongside Shearman & Sterling and opposite Freshfields Bruckhaus Deringer.

Rumsby was supported on the deal by corporate partners Nick Rees and Richard Good in London and Fabrice de la Morendiere in Paris.

Aveva, which sells design software to manufacturers and power plants, instructed Ashurst for its legal advice, with London-based corporate duo Karen Davies and Jeffrey Sultoon executing the transaction, with support from competition partner Neil Cuninghame.

The combination will see Aveva, which was spun out of Cambridge University in the 1960s, bring in revenues of over £530m. While Aveva’s financial performance was badly affected last year by the sliding price of oil and the subsequent knock on new projects, Schneider sees potential in the servitisation of the manufacturing sector as industry moves to automate more processes and sell maintenance services onto customers.

tom.moore@legalease.co.uk

Legal Business

‘We haven’t turned ourselves into a boutique’ – Ashurst’s head talks strategy, Bain and pushing energy and finance

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After having brought in Bain & Co last year to advise on the firm’s strategy, Ashurst’s chairman and New Zealand-born litigator Ben Tidswell (pictured) talks to Legal Business about the firm’s new direction and its renewed focus on financial institutions, energy and infrastructure, and the Asia-Pacific.

You brought in Bain to advise on the firm’s model. How helpful was this?

When Ashurst merged with Blake Dawson, we thought, this is a great opportunity and we need to make the most of it. Bain & Co helped us with data driven analysis and provided structure for the analysis. This took time but was extremely helpful – the Bain partners sat in the firm for a few months and two Bain partners were up on the stage in our partner conference in Dubai in October last year. They were very positive about the strength of our business and its untapped potential and partners felt reassured by the evidence based and professional approach they helped us to take in determining our strategic focus.

We re-evaluated where the heart of the business lay. We have some fantastic corporate clients and many of these are in the financial services, resources and infrastructure sectors. The relationships with these clients and others could be even stronger and more joined up and there were some areas where we were not maximising the value we can bring to clients, for example, in credit and private equity funds.

What is the firm’s current focus?

To focus primarily on the financial services industry and resources and infrastructure clients and grow this side of the business but not to the exclusion of important relationships in other sectors. And with respect to finance, this does not just mean banking work, but doing M&A and competition work for the clients in these sectors for example. This works for our international clients too – for example, our Singapore and Jakarta offices are going strong and have seen lots of work come in from some of our largest Japanese clients within the resources and infrastructure sector.

Will this new energy/projects and finance focus become the firm’s new identity?

We haven’t turned ourselves into a boutique. There are no signs that our UK/Europe offering has diminished. In the firm’s last promotion round, of the 20 promotions, 13 were in the UK/Europe.

It is an operational strategy that looks at our clients and makes our strongest areas stronger.

We are not a two-trick pony. The biggest winner here is corporate – we have established relationships with our finance and resources and infrastructure clients and aim to strengthen these further by doing more corporate work for them across the board.

How did the partners react to the firm’s revenue and profit figures?

The partnership had a pretty good sense of what was expected numbers wise, and while the exchange movement was a factor, they knew this was part of the investment cycle. I have been impressed by the shared determination to make long term and fundamental improvements to our practice.

Where is the firm in terms of its investments?

There has been an emphasis on Asia Pacific – we have made a lot of investment there. We have thought long and hard about our platform, and on the finance side in particular there are lots of opportunities in Asia.

Our focus is more global now. We want to better connect our European, Asian, Australian, Middle Eastern and US offices. We want to build our Hong Kong office not just in general banking, but in structured products, which will be consistent with our offering elsewhere.

Following the merger, do you feel the firm has a branding problem?

We are somewhat understated. But we are among the best infrastructure firms in the world and we are right up there in finance.

How has the merger helped?

Many of the big deals in Asia have a connection to Australia. Before the merger, both firms wanted to build up in Asia and knew we would be strong in that area; we thought it would be easier to go in together and this has proved to be the case.

There has been positive recognition in the directory rankings and a general strengthening of our finance business as well.

How has Europe been for the firm so far this year?

It was a tough first quarter in 2015 – adverse foreign exchange movements, London had its challenges with the election and Europe was challenged further with the problems in Greece – this affected deal activity, private equity was down, and this affected London performance. However, this is trending strongly upwards.

We are doing more serious regulatory work for banks and our banking practice has grown. We have 12 banking partners in London which is one-third of our overall finance practice. The firm has also seen a lot of work come in from hedge funds/credit funds.

What are the opportunities like in Asia?

We are pleased with our Asia-profitability but we are still pushing hard to grow our business in Asia, particularly on the structured finance side and the projects side in South-East Asia. But Asia has its challenges and needs to be considered market by market.

It’s been two years since the Glasgow office launched – how are things going there?

The Glasgow office is more than twice the size it was last year. It has made the firm more efficient. We have centralised this service and the Glasgow office serves the entire firm – around 60% in Europe and 40% in Asia Pacific.

It houses 170 people. We are seeing more corporate and disputes work come in from Australia, as well as securities and derivatives work.

What is your message to the partnership?

Let’s push on and focus on the longer term.

jaishree.kalia@legalease.co.uk

Legal Business

Dealwatch: Herbert Smith Freehills leads on winning bid for £4.2bn Thames super-sewer project

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Herbert Smith Freehills (HSF) have advised the consortium picked to deliver a £4.2bn super-sewer stretching 15 miles under London to prevent untreated sewage flowing into the Thames.

HSF fielded a nine-partner team, spearheaded by the firm’s EMEA head of infrastructure Patrick Mitchell, to advise the Bazalgette Consortium on its winning bid to become the infrastructure provider for the Thames Tideway Tunnel. With construction on one of the UK’s biggest infrastructure projects set to commence in 2016 and complete by 2023, HSF is set for years of legal fees from a project aimed at preventing 39 million tonnes of untreated sewage flowing into the Thames.

Named after the civil engineer who designed London’s Victorian sewer system, Sir Joseph Bazalgette, the consortium will own, finance and deliver the project. The group, selected yesterday as the preferred bidder, is made up of funds managed by Allianz Capital Partners, Amber Infrastructure, Dalmore Capital and DIF. Thames Water, which will operate the tunnel running beneath the Thames from Acton to Stratford, instructed Linklaters for its legal advice with a team led by Charlotte Morgan.

Other HSF partners advising the consortium included corporate specialist Gavin Williams, finance duo David Wyles and Jake Jackaman, regulatory specialist Tim Briggs, real estate lawyer Julian Pollock, construction partner Jillian Chung and planning solicitor Matthew White.

Mitchell, who counts London Underground and Transport for London as clients, said: ‘We are delighted to be advising the Bazalgette Consortium on its bid to become the infrastructure provider of the Thames Tideway Tunnel project. In addition to being a hugely significant and necessary project for London, the project structure has great potential to be utilised in the provision of other infrastructure.’

Partners Philip Vernon and Derwin Jenkinson led for Ashurst in advising the Department of Food and Rural Affairs on the bidding process, while water and sewage regulator Ofwat instructed a team led by Peter Hall at Norton Rose Fulbright for its legal advice.

tom.moore@legalease.co.uk

Legal Business

King & Spalding secures four-partner Ashurst team for Tokyo launch

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Withers makes further Asia push with Japanese opening

King & Spalding chose Tokyo last month as its second base in Asia, hiring a team of Ashurst partners led by Tokyo managing partner John McClenahan to spearhead its launch, while private client specialist Withers also made moves in the region by establishing a Japanese tax practice.

Legal Business

Growing pains as revenue and profits take a tumble at Ashurst

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Ashurst has revealed a drop in both firmwide revenues and profits per equity partner (PEP) following a ‘year of consolidation and significant investment’, including a global strategic review.

Revenues came in at £561m, down by 4% from £568m in the 2013/14 financial year, while PEP at the firm was down 7% to £747,000 – a sharp drop on the previous year when PEP stood at £801,000.

The firm said it had seen ‘robust performance’ in Asia Pacific, the Middle East, France and Spain, and increased activity in the resources, infrastructure and finance sectors.

‘It has been an interesting year with lots of political and market volatility in different parts of the world,’ Ashurst chairman Ben Tidswell (pictured) told Legal Business. ‘We had a strong first half of the year and this ebbed and flowed more in the second half as that volatility affected business confidence.’

The firm said these results came as no surprise given that the last 12 months was a year of investment, including the implementation of a new business strategy. According to the firm, ‘on a like-for-like basis’, with figures adjusted for movement in exchange rates, revenues are up 1% from £558m last year, while PEP is down 4% from £775,000 in 2014.

‘Results this year are in line with expectations, with revenue remaining consistent with FY14,’ said managing partner James Collis. ‘We have been through a year of consolidation and significant investment in the future performance and success of the business. In the last twelve months, we have undertaken a major global strategic review with Bain & Co which we are now implementing. We are already starting to see benefits at this stage despite this being a long-term strategy. We have also made significant investment in the infrastructure of the business and technology to support and drive profitability.’

The firm called in blue-chip consultant Bain & Co early last year to offer advice on business strategy, data analysis and client development. It was also asked to assess how the firm can polish its client service and improve cross-border working and was charged with evaluating Ashurst’s business in areas including private equity, oil and gas and infrastructure.

In May this year, the firm made a rare lateral hire from Freshfields Bruckhaus Deringer in London, bringing in country partner for Australia and co-head of mining and metals, James Wood, to bolster its corporate division.

But Ashurst has seen some sizeable team exits this year including last week a nine-lawyer team exit from its US offices, including its US managing partner, to join Paul Hastings. In June, a four-partner team left to join King & Spalding in Tokyo.

Nevertheless the firm did score some key mandates this past year, including advising on the $2.8bn financing for the Donggi-Senoro LNG project in Indonesia; representing Bank of America Merrill Lynch on Shell’s £47bn offer for BG group; acting for ITOCHU Corporation’s HK$80.3bn investment to acquire a 20% strategic stake in CITIC Limited; and advising on Novion Property Group’s A$11bn merger with Federation Centres.

jaishree.kalia@legalease.co.uk

Legal Business

Team exit for Ashurst in US gifts Paul Hastings added finance strength in New York and DC

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A nine-lawyer team will be leaving the US offices of Ashurst, including its US managing partner, to join Paul Hastings as it expands its structured finance team.

The team departure includes US managing partner and finance partner Eugene Ferrer based in New York and global co-head of the securities and derivatives group, Scott Faga, based in Washington DC, alongside three counsel and four associates.

The exits come six years after Ashurst launched its US structured finance practice with the hire of a team of 12 finance partners in New York and Washington DC from McKee Nelson.

Ferrer focuses on securitisation and structured finance, with a particular emphasis on structured credit products and collateralised loan obligation (CLO) transactions, while Faga’s practice covers securitisation and structured finance. In 2014, both partners were involved in representing the arranger or collateral manager in over $25bn worth of US CLO issues.

The mass hire comes as Paul Hastings looks to boost its CLO and structured finance capability in the US, London and Hong Kong. The firm recently also recruited Ashurst leveraged finance partner Luke McDougall, and private investment funds partner Duncan Woollard in London, and two M&A and private equity partners in Hong Kong.

The US group exit is Ashurst’s second team departure this year, after Ashurst partners John McClenahan, Mark Davies and Chris Bailey in Tokyo, and Rupert Lewi from Perth left the firm last month to join King & Spalding in Tokyo as it launched its second base in Asia.

‘Scott and Eugene come to us with impressive clients and experience that will be complementary to our growing London securitisation group,’ said Charles Roberts, a London-based partner at Paul Hastings. ‘In particular, we have seen significant demand for securitisation regulatory expertise, including risk-retention advice, for securitisation transactions that are offered in both the US and Europe and believe the addition of this team will help us to capitalise on this need.’

A spokesperson for Ashurst commented: ‘Our US business has performed very strongly over recent years. Head of the US and senior CLO partner Bill Gray, and the other partners, have done a great job in delivering impressive results and helping to develop our offering. It is obviously disappointing when colleagues leave but this is largely a reflection of the highly competitive market for top talent and that is a challenge for both us and our competitors.

‘The US market is very mobile and we can attract talent given our transatlantic offering in the CLO space. We are fully committed to strengthening the business and we are currently speaking to a number of potential senior hires.’

Jaishree.kalia@legalease.co.uk

Legal Business

Dealwatch: Ashurst and BLP gifted roles on Nutella-maker Ferrero’s takeover bid for Thorntons

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LB100 firms Ashurst and Berwin Leighton Paisner (BLP) have both landed leading roles advising on the recent £112m takeover bid by Italy’s Ferrero International for British confectioner Thorntons, after the latter suffered falling profits and the resignation of its chief executive.

Ferrero International, the maker of Ferrero Rocher chocolates, was advised by BLP corporate finance partner Cath Shirley, with corporate specialist Alan Paul advising as a consultant. The firm’s head of anti-trust & competition Andrew Hockley also advised alongside partner James Marshall on EU competition law while pensions & incentives partner David Dennison is providing advice on the Thornton’s share option scheme and partner Gary Richards advised on tax issues.

Ashurst, meanwhile, took the mandate advising Rothschild, which served as financial adviser to Ferrero, in relation to the transaction with corporate partner Tom Mercer leading.

Announced this morning (22 June), Ferrero made a cash offer of 145p per Thorntons share. The deal follows the resignation of Thorntons chief executive Jonathan Hart last month following months of falling profits. Following the bid by Ferrero, which also makes Kinder Eggs and Nutella, shares for the troubled confectionary chain soared by 42%.

Commenting on the offer, Thorntons’ chair Paul Wilkinson said: ‘Ferrero is offering our shareholders an attractive premium to the average price of Thorntons’ shares over the last three months. Although the prospects for Thorntons as an independent company remain strong as the company embarks on the next phase of its strategy, the board of Thorntons also recognises the potential benefits to the brand and the business, including employees and all stakeholders from combining with the Ferrero Group.’

sarah.downey@legalease.co.uk