Legal Business

A NewDay: CC and Slaughters win roles on Cinven and CVC’s latest purchase

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Corporate Clifford ChanceJones DaySlaughter and May
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Clifford Chance (CC), Slaughter and May and Jones Day have taken lead advisory roles on the acquisition of consumer finance provider NewDay by private equity powerhouses Cinven and CVC Capital Partners from Värde Partners.

No financial sum was disclosed however NewDay is one of the UK’s fastest growing specialty finance companies, providing credit to more than 5 million customers and with £1.6bn of receivables.

Once lauded as the trailblazer in private equity CC has returned to form advising the consortium of equity funds comprised of Cinven and CVC Capital Partners. The firm’s private equity chief Jonny Myers took the lead with corporate partner Christopher Sullivan. The duo had support from antitrust partner Jenine Hulsmann and capital markets partner Maggie Zhao.

Slaughters advised Värde with corporate partner Susannah Macknay advising alongside partner David Wittmann. The UK is the largest credit card market in Europe and Värde supported the management team through both the rebranding of the company to NewDay and the acquisition of Santander’s UK retail cards business in 2013 – on which Slaughters advised.

Jones Day represented the management team of NewDay, with corporate partner Julian Runnicles leading a team including tax partner Charlotte Sallabank and Ben Shribman.

This latest move by private equity funds goes against newly released data from Dealogic this morning (12 October) which showed M&A deal volume dropped 26% and 41% year-on year, to $29.8bn and $138.2bn respectively.

UK outbound M&A dropped significantly, down 58% year-on-year to $36.3bn, despite recovering in the third quarter of 2016 to $19.4bn from the second quarter of 2016 ($4.3bn).

sarah.downey@legalease.co.uk

Legal Business

Deal watch: Corporate activity in October 2016

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Corporate Clifford ChanceFreshfields Bruckhaus DeringerPinsent MasonsSidley AustinSlaughter and May
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CC and Davis Polk On $8bn China IPO: Davis Polk & Wardwell advised Postal Savings Bank of China on its Hong Kong Stock Exchange float, with Clifford Chance leading for the underwriting banks, including JP Morgan Chase and Goldman Sachs. King & Wood Mallesons acted as Chinese counsel to the banks, while Haiwen & Partners was Chinese adviser to Postal Savings Bank.

Legal Business

Clifford Chance scoops Murdoch hacking litigation from Linklaters

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Litigation Clifford ChanceLinklaters
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Clifford Chance has won the high-profile instruction to defend Rupert Murdoch’s News Group Newspapers (NGN) in its hacking litigation from Linklaters, constituting the fourth time the media giant has switched its lawyers for this case.

First reported in Private Eye, NGN initially instructed Farrers as its solicitors for the dispute, then switched to Olswang and then Linklaters.

Last Friday (23 September) Clifford Chance became the latest firm gifted with the instruction when claimants received notice of the change.

The move is a major blow to Linklaters which took over from Olswang to advise the media giant on all outstanding civil litigation claims relating to the phone-hacking scandal at now-defunct Sunday tabloid News of the World in 2012. Olswang was taken off the case after a number of civil cases settled in that year, leading to a drop in advisory work.

Linklaters was then instructed to handle any outstanding litigation against the company on top of its existing role advising parent company News Corporation’s management and standards committee.

The dispute relates to long running civil litigation at London’s High Court against NGN over claims of phone hacking. The media giant has previously settled more than 1,000 claims including a number of cases brought against the now-defunct News of the World. In April the Court held that claims against its sister tabloid, The Sun, by phone hacking victims could go ahead.

A ruling handed down by Mr Justice Mann allowed four claimants to amend their cases to include the tabloid for the first time in proceedings against NGN. Those suing NGN include EastEnders actors Christopher Parker and Brooke Kinsella, Coronation Street actor Kym Marsh, designer Pearl Lowe and her musician husband Danny Goffey and Leslie Heseltine, known as actor and comedian Les Dennis.

Other firms used by NGN previously includes Burton Copeland to review emails and Simon Muirhead Burton for smaller scale litigation.

More recently Harbottle & Lewis partner Lawrence Abramson was fined £20,000 last year by the Solicitors Disciplinary Tribunal for acting ‘unprofessionally’ by failing to read an email containing evidence of widespread hacking at the News of the World.

NGN, or News UK, this year bolstered its in-house legal capacity with high profile Kingsley Napley partner Angus McBride as its general counsel just months after its decision to re-hire former Sun editor Rebekah Brooks as chief executive.

Read more in the feature: ‘Shock and Flaw – is Leveson workable?’

sarah.downey@legalease.co.uk

Legal Business

Skadden, Freshfields and Clifford Chance provide cover as Deustche Bank sells insurer for £935m

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Corporate Clifford ChanceFreshfields Bruckhaus DeringerSkadden, Arps, Slate, Meagher & Flom
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Skadden, Arps, Slate, Meagher & Flom, Freshfields Bruckhaus Deringer, Clifford Chance and have all won places advising on Phoenix Group Holdings’ proposed £935m acquisition of life insurance company Abbey Life from Deutsche Bank.

The transaction will add £10bn worth of assets under management and approximately 735,000 policyholders to Phoenix, one of the largest providers of insurance services in the UK.

It emerged in March Jersey-based Phoenix was preparing to launch a bid for Abbey Life after it was reported Deutsche Bank was considering to sell the insurer in October of last year.

Skadden advised Phoenix with a team including corporate partners Robert Stirling and Linda Davies, capital markets partner Danny Tricot, and tax partner James Anderson.

Freshfields advised the insurance company on debt finance aspects with banking partner Sean Pierce taking the lead, while ARC Pensions Law partner Anne-Marie Winton advised on pension law aspects of the deal. Clifford Chance guided Deutsche Bank through the disposal with a team led by partners Hilary Evenett and Narind Singh.

Phoenix’s director of group legal Phil Hagan told Legal Business: ‘Some deals make you bigger and some make you better but it’s pretty rare you get a deal which does both. After missing out on previous sector activity, signing two deals in less than six months for a total of well over a billion GBP makes us a little like London buses.’

The deal is the latest big insurance mandate following the purchase by Canada Pension Plan Investment (CPPIB) of Ascot Underwriting Holdings, the Lloyds of London insurer linked to American International Group (AIG), as part of a $1.1bn agreement.

On that transaction, Travers Smith advised the senior management team of Ascot with senior partner Chris Hale leading a team including tax partner Kathleen Russ. CPPIB, Canada’s largest pension fund, was advised by a cross-border team at Debevoise & Plimpton including partners Alexander Cochran and Nicholas Potter and London-based David Innes and James Scoville.

Freshfields corporate insurance partner George Swan advised AIG alongside international tax disputes head Helen Buchanan.

madeleine.farman@legalease.co.uk

Legal Business

Exits stack up as Olswang loses partners to Clifford Chance and Bond Dickinson

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Strategic recruitment Clifford ChanceOlswangWomble Bond Dickinson
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Olswang has suffered a double exit with its co-head of life sciences departing the firm in favour of Clifford Chance, while Bond Dickinson has appointed another partner from the tech firm as its head of funds.

IP partner Stephen Reese joined Olswang in 2002, advising on contentious and non-contentious intellectual property matters. Reese will leave to join Clifford Chance’s corporate practice as City firms continue to reinvigorate their IP practices.

During his time as co-head, Reese co-led the team advising shareholders of Convergence Pharmaceuticals on its acquisition by US biotechnology company Biogen for up to $675m. He also advised mobile commerce enabler MoPowered on its admission to trading on the London Stock Exchange’s Alternative Investment Market, which had a market capitalisation of approximately £15.8m on admission.

Allen & Overy (A&O) has also recently bulked up its IP offering, taking a further two IP partners from Simmons & Simmons, the third and fourth IP partner A&O have taken this year from the firm.

Meanwhile, Bond Dickinson has hired Olswang funds and regulatory partner Barry Stimpson.

Stimpson joined Bond Dickinson in July and has spent the past two months working as a consultant for Olswang as he transferred over to UK national firm.

Specialising in investment funds, joint ventures and limited liability partnerships, Stimpson joins Bond Dickinson with 26 years of legal experience. Joining Linklaters in 1987, Stimpson had a brief stint as an investment banking executive joining UBS in 1989 before signing on as partner at Blake Morgan in 1992. Since that time, Stimpson has been a partner at Squire Patton Boggs, RPC and DAC Beachcroft before joining Olswang in 2016 as a corporate partner.

Head of corporate at the firm Stephen Pierce said: ‘[Stimpson] is another excellent addition to our corporate finance team and strengthens our existing national practice, allowing us to nurture existing client relations, and, opening up opportunities for us to expand our current client network.’

Rumoured to be in merger talks with CMS Cameron McKenna, Olswang is said to be ripe for a merger after the firm saw an 11% drop in its turnover for the 2015/16 financial year with revenues falling by £14.2m to £112.5m. Its profits per equity partner (PEP) remained steady at £490,000.

madeleine.farman@legalease.co.uk

Legal Business

Reducing the ranks: CC to cut trainee intake by a fifth by 2018

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Trainee retention Clifford Chance
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Clifford Chance (CC) is to cut down its UK trainee intake for 2018 by 20%, reducing numbers from around 100 trainees each year to 80.

The Magic Circle firm’s intake is a significant drop on the 136 the firm took on in 2010. Retention figures at the firm have also dropped sharply, with the firm keeping on 40 of its September 2016 cohort, or 82% compared to 96% in 2015. The firm had 49 trainees for the intake, down from 74 in its autumn 2010 intake.

In March the firm also saw a major drop in spring retention figures, retaining only 80% of its cohort compared to 91% in 2015.

Other Magic Circle firms have also pulled back on the size of their trainee cohorts, with just 42 qualifiers at Allen & Overy in 2016, down from 66 in spring 2010.

While numbers are down at the Magic Circle firm, CC has revamped its remuneration for newly qualified lawyers. In May, the firm increased its pay bands for 2016/17 to see a rise, including bonuses, to £85,000 compared to £70,000 before bonuses in 2015.

Trainee retention rates from earlier this year have seen Magic Circle firm Freshfields Bruckhaus Deringer post a reduced retention rate of 82% in spring 2016. In March 2015 the firm kept on 41 trainees, while in the same period for 2016 the firm offered just 33 places.

A CC spokesperson said: ‘In spring this year, the decision was made to reduce our trainee intake. Our trainee intake, like many other elements of our business, is constantly under review to ensure it is the right fit for the future needs of the organisation.

‘We remain one of the largest employers of trainees in the UK market and will continue to offer excellent opportunities to the highest-calibre individuals, supporting them to become great lawyers.’

matthew.field@legalease.co.uk

Legal Business

Media matters: CC, Kirkland and Jones Day act on $1.56bn Informa bid for US publisher

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Corporate Clifford ChanceJones DayKirkland & Ellis
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Clifford Chance (CC), Kirkland & Ellis and Jones Day have all won mandates on FTSE 100 publishing company Informa’s $1.56bn bid for US trade publisher Penton Business Media.

The Magic Circle firm is advising UK-headquartered Informa on the proposed acquisition with a cross-border team of lawyers in New York and London. The deal is expected to close before the end of 2016.

Kirkland is acting as legal adviser to Penton and co-owner MidOcean Partners on the sale, while co-owner Wasserstein & Co is being advised by lawyers from Jones Day. The Jones Day deal team was led by private equity partner Andy Levine and corporate partner Ben Grossman.

CC’s team was led by corporate partners Benjamin Sibbett in New York and Steven Fox in London, while London-based partner Michael Bates advised on finance and John Connolly and Robert Trefny advised on capital markets aspects.

The firm previously advised Informa on the sale of its corporate training business in the US in 2013 and its re-domiciliation to and re-listing in London in 2014.

Kirkland’s team was based out of the UK and US, led by New York corporate partner Mark Director and London partner Christopher Field.

Multinational publishing company Informa has a presence in more than 40 countries and annual turnover exceeding £1.2bn. While the weeks since the Brexit vote have seen a number of takeovers of UK companies in M&A, the deal represents a high-profile acquisition for a UK-headquartered company.

Another recent media transaction saw Magic Circle firms Linklaters, Freshfields Bruckhaus Deringer and Allen & Overy all advise on a £1bn deal, with US company General Atlantic taking majority stake in UK-based Argus Media.

Linklaters advised Argus Media, along with Travers Smith and Macfarlanes. Freshfields advised General Atlantic with support from US firm Paul, Weiss, Rifkind, Wharton & Garrison.

matthew.field@legalease.co.uk

Legal Business

Clifford Chance and Davis Polk deliver $8bn Hong Kong IPO for Postal Savings Bank

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Corporate Clifford ChanceDavis Polk & WardwellKing & Wood Mallesons
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Clifford Chance, Davis Polk & Wardwell, King & Wood Mallesons and Chinese law firm Haiwen & Partners have advised on the year’s largest initial public offering (IPO) of $8bn for Postal Savings Bank of China launched today (14 September).

US firm Davis Polk advised state-owned Postal Savings Bank on the float on the Hong Kong Stock Exchange with Haiwen acting as Chinese counsel on the deal.

Magic Circle firm Clifford Chance advised the underwriters China International Capital Corporation, Morgan Stanley, Bank of America Merrill Lynch, Goldman Sachs and JP Morgan as joint sponsors on the Hong Kong Stock Exchange, while King & Wood Mallesons acted as Chinese counsel to the banks.

Clifford Chance’s team was led by China co-managing partner Tim Wang with Hong Kong partners Amy Lo and Fang Liu, supported by Singapore-based Jean Thio.

Postal Savings Bank has more than 40,000 branches across China and more than 500 million retail customers.

The bank’s IPO is the largest share offering globally so far in 2016. The deal is the largest IPO since the record breaking offering on the New York Stock Exchange of Chinese e-commerce giant Alibaba, which raised more than $25bn as the largest such deal in history.

Clifford Chance’s China team has advised on several major Hong Kong IPOs this year, including the float of China Everbright Securities for $1.1bn and Bank of Tianjin for $990m.

Other major IPO mandates this year have seen Linklaters and Clifford Chance act on the float of Metro Bank in March, valuing the bank at around £1.6bn.

In January, Clifford Chance, Linklaters, Allen & Overy and King & Wood Mallesons all advised on the proposed IPO of Clydesdale and Yorkshire Bank.

matthew.field@legalease.co.uk

Legal Business

Life during law: Guy Norman, Clifford Chance

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Life During Law Clifford Chance
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It’s been a long career. I’m amazed at being here 27 years. People think that must be dull but I’ve had time abroad as a trainee in New York, in management in the Middle East, on secondment at the Takeover Panel. I don’t regret any of it.

Legal Business

Top KWM funds partner exits for Clifford Chance in Germany

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Strategic recruitment Clifford ChanceKing & Wood Mallesons
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Clifford Chance (CC) has tapped King & Wood Mallesons (KWM) for its highly-regarded Germany head of funds Sonya Pauls.

Pauls (pictured), who divided her time between London and Munich at KWM, will join CC’s Munich office. Pauls was one of KWM’s biggest billing partners across Europe with 20 years’ experience advising European and global fund managers.

She will work with the Magic Circle firm’s German funds team and its international private funds group, as well as taking responsibility for private equity funds in the firm’s corporate department.

CC Germany managing partner Peter Dieners said: ‘Pauls’ move to Clifford Chance is fantastic news for the firm. For us, she is the market leader in Germany for private equity fund structuring and her skills and know-how complement our strengths. Together with our existing funds team, this will create a truly unique and outstanding funds practice, which dovetails perfectly with our national and global strategy.’

Pauls is the latest notable exit from KWM’s Germany offices. K&L Gates recently launched in Munich last month with the hire of a three-lawyer team from the firm, bringing in investment management partner Hilger von Livonius and two of counsel.

The departure follows a string of high-profile partners in exiting KWM’s European practice, with London alone experiencing the loss of private equity heavyweights Steven Davis to Proskauer Rose and Richard Lever to Goodwin Procter in recent times, while valued partners such as competition litigator Elaine Whiteford, financial regulation specialist Gregg Beechey and Simon Fulbrook have also departed for Covington & Burling, Fried, Frank, Harris, Shriver & Jacobson and Goodwin Procter respectively. Pauls’ exit marks further deterioration of the firm’s once well-regarded continental European practice, with KWM having lost a six-partner private equity team billing over £8m a year in Paris to Goodwin Procter in April.

Pauls’ departure is also symbolic. The funds group, bar the exit of London-based Duncan Woollard to Paul Hastings, has largely proved imperious to partner exits despite the chaos caused at the firm this year by the shock resignation of managing partner William Boss, pay delays, a practice reorganisation, a restructuring that saw some 24 partners asked to leave the firm and a cash call that will see partners pump £14m into the troubled practice.

matthew.field@legalease.co.uk

For more on King & Wood Mallesons see the cover feature: ‘Global 100: Branded – Inside the troubled takeover of SJ Berwin’