Legal Business

10 weeks to respond: Cleary Gottlieb called in to handle EU competition claims against Google

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Competition Cleary Gottlieb Steen & HamiltonClifford ChanceCovington & Burling
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Google’s lawyers at Cleary Gottlieb Steen & Hamilton have been given 10 weeks to respond to the European Commission’s charges that the search engine abused its dominant position to favour its own price comparison service.

The saga began in 2009 when price comparison website Foundem alleged that Google had systematically lowered its ranking on the search engine and 30 other complaints followed from the likes of Microsoft and holiday websites Expedia and TripAdvisor.

Google’s defence is being handled by Cleary Gottlieb’s London-based competition partner Maurits Dolmans and Brussels-based counterparts Thomas Graf and Robbert Snelders. An in-house legal team made up of former Cleary Gottlieb associate Oli Bethell, former Herbert Smith associate Jenny Coombes and director of competition Julia Holtz are coordinating the efforts.

The complainants have instructed a number of leading competition lawyers, with Fairsearch, a consortium of 15 members, represented by Clifford Chance’s antitrust chairman Thomas Vinje and Covington & Burling’s Miranda Cole representing Microsoft and travel websites Expedia and Trip Advisor.

The European Commission announced yesterday (15 April) that its five-year investigation had concluded the search engine, which has market share of over 90% in most EU countries, has ranked Google Shopping in highly prominent positions irrespective of its merits. The Commission argues that this badly impacted on its rivals and that ‘users do not necessarily see the most relevant comparison shopping results in response to their queries’.

Google has the right to a hearing over the charges and if unsuccessful, could face a fine of up to 10% of its turnover, which in 2014 amounted to over $66bn. The Commission has also opened a separate antitrust investigation into Google’s conduct in the mobile phone market, airing concerns that its Android platform may have entered into anti-competitive agreements for applications and abused its market dominant position.

The EU’s recently appointed competition commissioner Margrethe Vestager said: ‘I am concerned that the company has given an unfair advantage to its own comparison shopping service, in breach of EU antitrust rules. Google now has the opportunity to convince the Commission to the contrary. However, if the investigation confirmed our concerns, Google would have to face the legal consequences and change the way it does business in Europe.’

tom.moore@legalease.co.uk

Legal Business

Life During Law – Kevin Ingram

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Life During Law Clifford Chance
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I fell into a career that suits me. I’ve done interesting things that kept me motivated and worked with intelligent, motivated people. I’ve never had a patch I didn’t enjoy.

I was the second person from my South Wales school to go to Oxford or Cambridge. All of the law firms at the time were recruiting heavily – nothing changes – I sent some printed CVs. It was quicker than filling in forms and Clifford Turner was one of them.

Legal Business

Seeking £3.4bn in damages: Clifford Chance and Travers Smith lead on HP High Court contest with Autonomy founders

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Litigation Clifford ChanceTravers Smith
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Clifford Chance and Travers Smith have taken lead roles advising on the £3.4bn dispute between Hewlett-Packard (HP), and Autonomy founder Michael Lynch and its former chief financial officer Sushovan Hussain regarding allegations of fraudulent accounting.

Filed at London’s Chancery Division last Monday (30 March), the dispute arose following accusations from Palo Alto-headquartered HP that Autonomy had committed a series of abuses that forced HP to write down $8.8bn from its 2011 takeover. HP claimed it was misled by Autonomy as to its true value and published the allegations following an internal investigation overseen by executive vice-president and general counsel John Schultz.

The instruction to represent Autonomy founder and tech entrepreneur Mike Lynch was gifted to Clifford Chance in 2012, with litigation and disputes head Jeremy Sandelson advising Lynch alongside fellow disputes partner Iain Roxborough in London, and partner Chris Morvillo in New York on matters including the Serious Fraud Office’s high profile investigation into the Autonomy sale which closed in January due to lack of evidence. Travers Smith meanwhile has been advising HP and so far particulars have yet to be filed.

A spokesperson for HP said: ‘HP can confirm that, on March 30, a claim form was filed against Michael Lynch and Sushovan Hussain alleging they engaged in fraudulent activities while executives at Autonomy. The lawsuit seeks damages from them of approximately $5.1 billion. HP will not comment further until the proceedings have been served on the defendants.’

Following the High Court filing the former management of Autonomy last Tuesday (31 March) confirmed they will file claims against HP for ‘loss and damage caused by false and negligent statements made against them by HP on 20 November 2012 and in HP’s subsequent smear campaign.’

Former Autonomy chief executive Lynch’s claim ‘is likely to be in excess of £100m’ and filed in the UK.

sarah.downey@legalease.co.uk

Legal Business

275,000 sqft: Clifford Chance and BLP advise on Deloitte lease with Land Securities

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Property Berwin Leighton PaisnerClifford Chance
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Clifford Chance (CC) and Berwin Leighton Paisner (BLP) have both landed a significant instruction on accountancy giant Deloitte’s major pre-let of the entire building of 1 New Street Square, in a deal that will see Deloitte acquire 275,000 square foot of space on a 20-year lease at the site.

With construction due to complete in June 2016, Deloitte is adding to the 256,000 square foot of space it already has at the adjacent 2 and 3 New Street Square.

CC advised Deloitte with a team led by real estate partner Mark Payne, head of planning & environment Nigel Howorth, director of construction Marianne Toghill, and head of real estate tax David Saleh.

BLP advised its longstanding client Land Securities, which is acting as the landlord, with partners Robert MacGregor and Juliet Thomas. Other work picked up by the firm for Land Securities includes the £2bn Victoria redevelopment project to provide new luxury homes, shops, offices and improved transport facilities alongside Freshfields Bruckhaus Deringer, Nabarro, CMS Cameron McKenna, Hogan Lovells and Eversheds.

CC partner Payne said: ‘I was personally delighted to work with Deloitte once again. This is a significant pre let in the City of London and will enable Deloitte to conclude the next phase of consolidating its London campus which first started in 2009. Working closely with Deloitte’s property and legal teams led by William Esplen, director of property and Caryl Longley, general counsel, our team was able to provide Deloitte with a one-stop-shop for its requirements and this is exactly the sort of transaction where Clifford Chance can really add value to our clients.’

sarah.downey@legalease.co.uk

For more on real estate activity, see Back in the game – revival at last for real estate but the players have changed

Legal Business

Dealwatch: Clifford Chance, Travers Smith, Debevoise and BLP advise on £1.2bn BCA sale

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Corporate Berwin Leighton PaisnerClifford ChanceTravers Smith
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A quartet law firms including Clifford Chance (CC), Travers Smith, Debevoise & Plimpton and Berwin Leighton Paisner (BLP) have all secured instructions on the £1.2bn sale of BCA (formerly British Car Auction) to publicly listed investment vehicle, Haversham Holdings.

Travers Smith senior partner Chris Hale led a team advising management on the proposed sale of BCA, which is owned by private equity firm Clayton, Dubilier & Rice (CD&R). Other Travers team members included tax partner Russell Warren and corporate finance partner Adrian West.

CC corporate partner Simon Tinkler served as legal adviser to CD&R, while BLP partner Benjamin Lee acted as adviser for Haversham, alongside Debevoise & Plimpton, leading a team including corporate finance partner Julian Stanier and finance Partner Derek Hrydziuszko.  Debevoise’s team was led by London-based partner Alan Daviesand included Frankfurt-based international counsel Philipp von Holst.

The deal will see shareholders receive £701m in cash and £104m in stock in what constitutes Europe’s largest used-vehicle marketplace. BCA operates in 13 countries, and in 2014 remarketed an estimated 1m vehicles and bought more than 140,000.

Last October saw the high-profile initial public offering of BCA Marketplace, which also owns webuyanycar.com, with hopes to raise £200m in proceeds but the deal was scrapped due to volatile markets. On that deal, Magic Circle pair Linklaters and CC advised with the former’s senior corporate partner trio John Lane, Charlie Jacobs, and Jason Manketo advising BCA Marketplace, while the latter’s finance partners Simon Thomas and Chris Walton advised the bookrunners JP Morgan and UBS.

The latest transaction is conditional on, amongst other things, Haversham’s share placing becoming unconditional and is expected to close in early April.

sarah.downey@legalease.co.uk

Legal Business

OC, Mishcon, DLA Piper and CC major winners at 2015 Legal Business Awards

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Clifford ChanceMishcon de ReyaOsborne Clarke
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Osborne Clarke (OC), Mishcon de Reya and Clifford Chance (CC) were among the major winners at the 2015 Legal Business Awards, with DLA Piper global co-chair Sir Nigel Knowles handed a special one-off award for industry-defining achievement marking the 25th anniversary of Legal Business.

OC took the coveted Law Firm of the Year award thanks to a period of dramatic growth and assured strategic expansion, while Mishcon managing partner Kevin Gold was named Management Partner of the Year for his central role in supporting the emergence of Mishcon as one of the most distinctive and imaginative players in the UK market.

Knowles was cited for outstanding individual achievement for his central role in taking DLA Piper from its roots in the English regions to become one of the world’s largest law firms in a special award honouring the figure judged to have most defined the UK profession since Legal Business launched in 1990.

CC was a major winner in the practice awards, named as Finance Team of the Year for its work on the UK Treasury’s ground-breaking RMB3bn bond issue and also Restructuring Team of the Year for advising on the innovative workout of APCOA Group. Macfarlanes, meanwhile, secured the coveted Corporate Team of the Year award for its role on Verizon’s $130bn acquisition of Vodafone’s stake in Verizon Wireless.

Other major awards saw Vodafone general counsel Rosemary Martin named Lawyer of the Year, while the Royal Mail was named In-House Team of the Year. Ropes & Gray was the US Law Firm of the Year, with Brodies named as National/Regional Firm of the Year.

The awards were presented to more than 1,000 guests in a gala ceremony last night (24 March) hosted by distinguished broadcaster and journalist Jeremy Paxman. The event was preceded by a reception to mark the launch of this year’s GC Power List report.

This year saw the introduction of an external judging panel of distinguished industry figures. The panel comprised the following senior general counsel: Michael Shaw (Barclays); Andrew Whittaker (Lloyds Banking Group); Robert Ivens (Marks & Spencer); Adrian de Souza (Land Securities); Siobhan Moriarty (Diageo); Michael Herlihy (Smiths Group); Kirsty Cooper (Aviva); Claire Chapman (Daily Mail and General Trust) and Alison Kay (National Grid). The panel was completed by Jomati founder Tony Williams and Paul Gilbert of LBC Wise Counsel, as well as Alex Novarese and Mark McAteer from Legal Business.

Our April edition will include a full report on the night.

For more details click here. See #LBAwards2015 on twitter.

 

Legal Business Awards 2015 – The Winners

Simmons & Simmons – TMT Team of the Year

 

Clifford Chance – Restructuring Team of the Year

 

Cleary Gottlieb Steen & Hamilton – Competition Team of the Year

 

Hogan Lovells – Energy and Infrastructure Team of the Year

 

Weil, Gotshal & Manges – Dispute Resolution Team of the Year

 

Clifford Chance – Finance Team of the Year

 

Mills & Reeve – Private Client Team of the Year

 

DAC Beachcroft – Insurance Team of the Year

 

Macfarlanes – Corporate Team of the Year

 

Travers Smith – Private Equity Team of the Year

 

Wragge Lawrence Graham & Co – Real Estate Team of the Year

 

Wiggin – Boutique of the Year

 

Rosemary Martin, Vodafone – Lawyer of the Year

 

Reed Smith – CSR Programme of the Year

 

Garrigues – International Firm of the Year

 

Kumar Tewari, Lloyds Banking Group – Rising Star In-House Counsel of the Year

 

Royal Mail – In-House Team of the Year

 

Kevin Gold, Mishcon de Reya – Management Partner of the Year

 

Ropes & Gray – US Law Firm of the Year

 

DWF – Legal Innovator of the Year

 

Wragge Lawrence Graham & Co – Legal Technology Team of the Year

 

Brodies – National/Regional Firm of the Year

 

Sir Nigel Knowles – Outstanding Individual Achievement Award: 25 Years

 

Osborne Clarke – Law Firm of the Year

 

alex.novarese@legalease.co.uk

Legal Business

Dealwatch: Clifford Chance, Linklaters and Latham advise on $7.7bn Pirelli sale to ChemChina

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Corporate Clifford ChanceLatham & WatkinsLinklaters
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Clifford Chance (CC), Linklaters and Latham & Watkins are advising on the $7.7bn bid by China National Chemical Corp (ChemChina) to buy Italian tire-maker Pirelli, a deal that will give Chinese investors a significant foothold in Italy’s manufacturing industry while signalling continued Chinese investment into Europe.

ChemChina’s tyre-making division China National Tire & Rubber (CNRC) will first buy the 26.2% that Italian holding firm Camfin owns in Pirelli, and will then launch a mandatory takeover bid for the rest.

ChemChina and CNRC have instructed CC to advise on financing issues, as well as local firm Studio Legale Pedersoli e Associati for Italian law advice and Chinese firm Jun He on Chinese law. The deal saw a cross-border team from CC, led by finance partners Charles Adams and Giuseppe de Palma Milan and involving leveraged finance and high-yield partner Michael Dakin in the City and Beijing-based banking and finance partner Maggie Lo.

Linklaters advised private Russian investment company Long Term Investments which will enter into the shareholders agreement after the initial purchase with Milan-based corporate partners Giovanni Pedersoli, Pietro Belloni leading alongside Moscow-based partner Grigory Gadzhiev.

Latham & Watkins led for JP Morgan, which acted as underwriters on the deal, with a team including co-chair of global banking Christopher Kandel, capital markets partner Jeff Lawlis, and Milan-based partners Andrea Novarese and Maria Christina Storchi. Gianni, Origoni, Grippo, Cappelli & Partners provided Italian tax advice.

Local firm Chiomenti advised Pirelli’s holding company Camfin while Lombardi Molinari Segni handled financing aspects.

The deal agreed with Pirelli shareholders on Sunday with China National Tire & Rubber (CNRC), a subsidiary of ChemChina, envisages the ‘integration of the industrial tyre business of Pirelli and certain assets of CNRC, an expansion of Pirelli’s business in Asia, and a potential de-listing of [Milan-listed] Pirelli.’

Chinese investment into Europe hit record levels last year, with FDI transactions doubling to $18bn in 2014 compared to the previous year over 153 separate investments. According to research by Baker & McKenzie, Europe emerged as one of the top destinations for Chinese foreign investment globally, with Italy in second place as one of the top-five countries in 2014 for such investment.

sarah.downey@legalease.co.uk

Legal Business

£1.1bn of student digs: Nabarro, Clifford Chance and Morgan Lewis take lead on Liberty Living acquisition

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Corporate Clifford ChanceCMS UKMorgan, Lewis & Bockius
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Nabarro and Clifford Chance have picked up a major real estate instruction advising on the £1.1bn acquisition of UK student accommodation provider Liberty Living by Canada Pension Plan Investment Board (CPPIB).

One of the UK’s largest student accommodation providers with over 40 residences located in 17 of university towns and cities, the deal saw CPPIB acquire 100% of the Liberty Living management platform and Liberty Living Management Two from the Brandeaux Student Accommodation Fund to create a single integrated company.

Nabarro advised CPPIB with a cross-practice area team including funds and indirect real estate partner Amanda Howard alongside partner Christopher Luck, real estate partner Nick Collins, banking & finance partner Mike Delaney, tax partner Kirsten Prichard Jones, intellectual property partner Louise Gellman, employment partner Richard Brown and pensions partner Anne Marie-Winton.

Magic Circle firm Clifford Chance advised the Brandeaux Student Accommodation Fund with a team including partners Adrian Levy, Imogen Clark, Catherine Cook and David Saleh. London partner Iain Wright, with support from partner Kate Habershon, led for Morgan Lewis & Bockius which advised the owner of Liberty Living Management Two.

Commenting on the acquisition, Nabarro partner Amanda Howard said: ‘The student accommodation sector is now a key part of many global investment portfolios. The number of overseas students coming to study in Britain has triggered exponential growth. We are always excited to work on deals of this scale and complexity for international investors. CPPIB is perfectly placed to develop the Liberty Living brand.’

Other major instructions handled by Nabarro include partner Marie Scott advising Google on the £1bn acquisition and development of a site at Argent’s King’s Cross estate in 2013 for the development of its new UK headquarters, which includes around one million square feet of office space.

Clifford Chance also recently landed a leading role on the acquisition by Legal & General Property of Bishopsgate Long Term Property Fund Unit Trust and its 24-strong portfolio of commercial properties for £370m, on which it advised Dutch fund pension fund manager PGGM which partnered with Legal & General.

sarah.downey@legalease.co.uk

For more on real estate activity, see Back in the game – revival at last for real estate but the players have changed

Legal Business

Trainee retention: Clifford Chance and Linklaters keep on 91% of spring qualifiers

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Trainee retention Clifford ChanceLinklaters
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Both Clifford Chance and Linklaters have revealed they are keeping on 91% of their spring 2015 cohort with the firms holding on to 41 and 49 trainees respectively.

Clifford Chance made offers to 41 of its 45 trainees with all of them accepting. It was in line with the firm’s 2014 results which saw 45 out of 48 retained, but it marks a rebound from the firm’s autumn intake when 75% of the 53 trainees accepted a position.

Meanwhile, Linklaters also kept on 91% of its slightly larger 54-strong cohort. The firm saw 51 trainees apply to qualify with offers made to 49 of those, all of whom accepted. The figure is up on last year when 86% of trainees stayed with the firm while in autumn 2014 it managed 93% or 53 lawyers accepting a position from 57 qualifying trainees.

Nick Rumsby, partner at Linklaters, said: ‘We are delighted that we have been able to yet again retain so many of our extremely talented trainees, especially given that the number of trainees starting their training with us has remained consistent. This very good retention rate reflects both the confidence we have in our trainees and the levels of busyness within the firm.’

Slaughter and May also published its trainee retention figures this week with 37 of the 42-strong intake remaining with the firm. Rounding out the Magic Circle, Freshfields Bruckhaus Deringer retained 85% of its spring qualifiers while Allen & Overy (A&O) topped the grouping with 93% – though Linklaters kept on the most in absolute terms with 49 lawyers compared to A&O’s 43.

michael.west@legalease.co.uk

Legal Business

Accounts revealed: Clifford Chance sees Asia turnover rise fastest at 8.9%

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Financial results 2013/14 Clifford Chance
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Clifford Chance’s turnover picked up 7% in the financial year 2013/14, as Asia Pacific led the way with a 8.9% boost, according to accounts filed at Companies House.

Firm-wide revenue picked up from £1.27bn to £1.36bn in the year to 30 April 2014 with continental Europe generating the most at £503m, up 7.7% from £467m. The fastest growing region was Asia Pacific which grew 8.9% from £179m to 195m while the Middle East was slowest at 5.3%, increasing from £38m to £40m. UK revenues recorded growth of 5.9% from £443m to £469m while the Americas contributed £152m, up 5.6% from £144m.

The rise in revenues saw operating profit pick-up from £393m to £412m while profit before remuneration and profit shares increased 5% from £381m to £400m.

Staff costs rose 5.4% from £558m to £588m on the back of a bigger wage bill which increased by £19m from £443m to £462m. This was despite a drop in headcount from 6,102 staff to 6,072, which encompassed falls in partner numbers from 577 to 573, associates from 2,324 to 2,319 and trainees from 492 to 466. CC’s 16-member management committee saw an 11% bump in its remuneration package from £18m to £20m.

The firm stated it had no borrowings outstanding as of 30 April 2014, though it did possess undrawn committed borrowing facilities of £200m.

CC managing partner Matthew Layton unveiled a new strategy at the start of this year which would introduce fresh key performance indicators and increase investment in the Continuous Investment Programme. He also revealed aspirations to have US and Asia turnover rise to make-up 20% and 25% respectively of total revenues in the next five years.

The firm also recently started a review of its remuneration system at management level, a move which could see the firm deploy a more flexible lockstep to retain star partners.

michael.west@legalease.co.uk