Legal Business

The Movie Business

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Singapore Freshfields Bruckhaus Deringer
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 MARKET VIEW – ARBITRATION 

Freshfields’ head of international arbitration, Lucy Reed, talks to Singapore International Arbitration Centre chief executive, Lim Seok Hui, about the institution’s recent rise to prominence

Lucy Reed, Freshfields Bruckhaus Deringer: Singapore International Arbitration Centre (SIAC)’s reputation in the market has skyrocketed in the last five years. What are some of the factors which have led to that growth?

Lim Seok Hui, SIAC: It was certainly no coincidence that the spike in new case numbers we have seen since 2008 corresponded with the entry onto the world stage of the Chinese, Indian, Indonesian, Japanese and Korean economies. That is of course a key factor in the growth of the institution. Underpinning and assisting that development is the fact that the government of Singapore was very quick to lay the infrastructure needed for the advancement of international commercial arbitration in our jurisdiction, and to adopt the necessary legislation to allow us to keep up to speed with global best practices. We also have a very supportive judiciary which built upon Singapore’s reputation for neutrality, integrity and quality more generally as regards our legal sector.

Legal Business

Three years after Northern Rock, A&O and Freshfields lead on Virgin Money IPO

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Corporate Allen & OveryFreshfields Bruckhaus Deringer
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Magic circle duo Allen & Overy (A&O) and Freshfields Bruckhaus Deringer have won roles to advise Virgin Money on its forthcoming London initial public offering (IPO).

Sir Richard Branson’s retail banking arm has announced it will raise £150m from its London Stock Exchange listing to facilitate the company’s development, boost capital and support growth plans including recruitment and staff retention.

A&O is advising Virgin Money, led by corporate partners Andrew Ballheimer and David Broadley, while Freshfields is advising the underwriters, led by corporate partners Mark Austin and Julian Makin.

Bank of America Merrill Lynch and Goldman Sachs are joint sponsors, joint global co-ordinators and joint bookrunners, while Barclays Bank and Citigroup Global Markets are joint bookrunners, and Keefe, Bruyette & Woods is the joint lead manager.

Virgin Money, which acquired a part of lender Northern Rock from the Government in 2011, will sell a portion of its existing holding of ordinary shares, and an offer of new ordinary shares to be issued by the company. The offer is expected to result in a free float of at least 25%.

The bank will also return £50m of the proceeds to HM Treasury as part of its payment agreement for its acquisition of the ‘healthy’ part of Northern Rock in 2012. A&O’s Ballheimer also advised Virgin Money on that deal, while Freshfields advised Northern Rock.

Virgin Media said ‘the net proceeds of the offer will also be used for general corporate purposes as well as to satisfy the payment due to HM Treasury in respect of the contingent consideration payable as part of the company’s acquisition of Northern Rock in January 2012’.

Virgin Money is the latest of a string of British banks, or ‘challenger banks’, to announce their intention to list after Aldermore, OneSavings and TSB also opted to float earlier this year. These listings come as these British banks seek to acquire a larger chunk of the retail banking market from UK’s major financial lenders.

jaishree.kalia@legalease.co.uk

Legal Business

Dealwatch: Linklaters, Freshfields and Travers Smith fix RAC deal with Singapore sovereign wealth fund

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Corporate Freshfields Bruckhaus DeringerLinklaters
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Linklaters’ corporate heavyweight Charlie Jacobs and private equity partner Alex Woodward advised US private equity firm Carlyle on the sale of half of its majority stake in roadside recovery service RAC after abandoning plans to exit the company through a London IPO.

The sale to Singapore’s sovereign wealth fund GIC comes three years after Carlyle purchased a majority stake in RAC, the UK’s second largest roadside recovery provider with 8 million members, for £1bn. Market analysts believe RAC is now worth close to £2bn, which means Carlyle is likely to have recouped most, if not all of its initial investment while maintaining 50% of its holding.

GIC rehired Freshfields Bruckhaus Deringer, which advised the fund on its acquisition of a 28.5% stake in UK pension insurer Rothesay Life from Goldman Sachs in October 2013, to run its deal for RAC. The transaction was led by London corporate partners Richard Thexton and David Higgins, with support from corporate colleague Adrian Maguire and senior associate Holly Kinchin-Smith.

David Higgins, co-head of Freshfields’ global financial investors group, said: ‘Today’s deal with GIC demonstrates that, despite the current strength of the equity markets, financial investors can still compete with M&A options.’

Linklaters’ Jacobs and Woodward were assisted by a team that included London private partners Stuart Boyd and Nicole Kar, as well as corporate partner John Lane and associate James Wootton. The corporate team were set to run the IPO, with London-based Latham & Watkins corporate partners Richard Brown and James Inness advising the underwriters in the run up. Meanwhile, Travers Smith senior partner Chris Hale acted for RAC management on the deal which increased its stake in the company from 15% to 20%.

tom.moore@legalease.co.uk

Legal Business

Freshfields further bulks out US M&A leadership team with Shearman hire

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Strategic recruitment Freshfields Bruckhaus DeringerShearman & Sterling
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Freshfields Bruckhaus Deringer is continuing to boost its New York M&A practice’s leadership, installing Shearman & Sterling partner Peter Lyons as co-head of its global public M&A group, after hiring Skadden and Wachtell veterans earlier this month to take leading roles.

The Magic Circle firm has persuaded Lyons, a leading M&A partner at Shearman who has been with the firm 25 years, to move two doors down on Lexington Avenue. Lyons, who had an eight-year stint as Shearman’s global head of M&A, advised Nokia last year on its $2.2bn acquisition of Siemens’ 50% percent stake in NSN, the two companies’ network equipment joint venture and recently advised India’s Sun Pharmaceuticals on its $4bn purchase of generic drug maker Ranbaxy in a deal that will create the largest pharma group in India.

Lyons will come in as co-head of the firm’s global public M&A group in a bold play to break into the US transactions space. His arrival follows that of Mitchell Presser, who co-founded private equity firm Paine & Partners in 2006 after a 17-year spell at Wachtell, Lipton, Rosen & Katz, as head of US M&A and Skadden, Arps, Slate, Meagher & Flom partner Jim Douglas to spearhead the firm’s push into leveraged finance.

Lyons is renowned for his work on domestic M&A deals for US clients and combines this with a strong track record for inbound M&A from overseas clients, particularly those from Germany, where Freshfields is a leading player following its three-way merger in 2000. He becomes the firm’s sixth M&A partner based in New York, which has been the hub for Freshfields’ advisory roles on $60bn worth of deals run out of the US in 2014.

‘Peter is one of the great US M&A lawyers, and is a true senior statesman of the bar,’ said Matthew Herman, head of Freshfields’ US corporate practice. ‘His appointment is another major step in the enhancement of our US M&A team, and our ability to act for US and international corporations, financial sponsors and financial institutions.’

Edward Braham, head of Freshfields’ global corporate practice, added: ‘Our US practice is increasingly important to our global M&A practice and we are committed to growing it further. Peter is a perfect fit.’

tom.moore@legalease.co.uk

Legal Business

Freshfields hires US M&A and leveraged finance heads in New York expansion

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Freshfields Bruckhaus Deringer has hired division heads for its M&A and leveraged finance practices in a drive to increase the firm’s US footprint and increase market share in cross-border deals.

Former Wachtell, Lipton, Rosen & Katz partner Mitchell Presser joins as the firm’s new M&A head. Presser co-founded private equity firm Paine + Partners in 2006 where he managed a $1.2bn fund focused on agribusiness investments. Before this, he was at Wachtell for 17 years. Some of his key deals include advising on QVC’s bid for Paramount and Morgan Stanley’s acquisition of TransMontaigne, acting on Kinder Morgan’s leveraged buyout.

James Douglas, who was a former partner at Skadden, Arps, Slate, Meagher & Flom for 25 years between 1985-2010, will lead the firm’s leveraged finance group Stateside. After leaving Skadden, Douglas took retirement. Some of Douglas’ notable transactions include the leveraged buyout of RJR Nabisco, Norfolk Southern’s acquisition of Conrail, and Colgate-Palmolive’s cross-border acquisition of Kolynos.

While much touted claims emphasise that Magic Circle firms are yet to establish a respectable footprint in the US, these hires come as the firm sees a rising demand for international experience in global deal-making in the US.

Freshfields’ global corporate practice head Edward Braham said: ‘Today’s M&A market is defined by increasingly complex international deals, and the addition of Mitchell and Jim solidifies our position as the first choice for these kinds of transactions. Today marks an important milestone in the development of our US practice, where we have already established strength in arbitration, litigation and global investigations, as well as antitrust, M&A, tax and finance.’

Presser added: ‘Transactions are international today, and Freshfields offers a global platform that enables clients to maximize value, whether that comes from being adept at navigating conflicting law and market practices, or where success involves the synthesis of multiple disciplines across multiple geographies. As a client I saw that advantage first hand. The firm has a unique opportunity to build on its recent success through growth in the US, and I look forward to helping lead that growth.’

Jaishree.kalia@legalease.co.uk

Legal Business

Chadbourne closes Kiev arm as Freshfields duo set up in Barcelona

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Political tension and economic turbulence have seen more law firms retrench in the wider European region, with Chadbourne & Parke and Freshfields Bruckhaus Deringer both confirming office closures. US firm Chadbourne last month confirmed that it was closing its Kiev office, a move which saw Dentons benefit as it snapped up Kiev-based corporate partner Adam Mycyk. Meanwhile, a pair of Freshfields lawyers have established an IP/IT specialist boutique following the closure of the Magic Circle firm’s Barcelona office in April this year.

Mycyk, who is also the former managing partner for CMS Cameron McKenna’s Kiev office, will join Dentons as a partner in its corporate practice just 18 months after moving to Chadbourne.

Legal Business

Freshfields NY corporate partner joins King & Spalding as former Amsterdam chief joins boutique

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Strategic recruitment Freshfields Bruckhaus DeringerKing & Spalding
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With Magic Circle firms still vowing to break ground in the US legal market, Manhattan-based corporate partner Matthew Jacobson has left Freshfields Bruckhaus Deringer and joined top-40 US firm King & Spalding while in the Netherlands, well-respected Robert ten Have has joined Rutgers & Posch.

Jacobson will work across King & Spalding’s New York and Silicon Valley offices to advise the firm’s clients and matters on the west coast.

Most recently, Jacobson was co-head of Freshfields’ technology sector group and a member of the firm’s India committee, with a particular focus on large, complex deals for public and private global companies.

Recent noteworthy deals include advising medical device manufacturer Invatec on the sale of its business to Medtronic for $500m; representing Chinese automaker Geely on its $1.8bn agreement with Ford to purchase Volvo; and advising CVC on its $4.4bn bid to purchase the ishares ETF business from Barclays Global Investors – although this was later terminated.

Jacobson joined the Magic Circle firm in May 2005, before which he was corporate counsel at Hewlett-Packard for five years, overseeing M&A activities, including the purchase and global restructuring of Compaq.

Jacobson is the fourth partner to join King & Spalding’s New York transactional practices in the past ten months, and joins debt finance partner Ellen Snare who joined from Kirkland & Ellis in March, and alternative investment specialist Drew Chapman who joined as a partner from Wilmer Cutler Pickering Hale and Dorr in May this year.

Jacobson said: ‘There is great momentum at King & Spalding. I look forward to working with all the partners, especially those in the California Silicon Valley office and in the healthcare/life sciences and energy groups.’

Freshfields has also lost the former head of its Amsterdam office, partner Robert ten Have, to Dutch boutique Rutgers & Posch. He will join on 1 September and continue to focus on capital market transactions, M&A and corporate governance. 

His departure follows that of another major Dutch heavyweight, partner Richard Norbruis, to big four accountancy giant EY in June 2014.

Jaishree.kalia@legalease.co.uk

Legal Business

Magic Circle duo advise on LSE’s £938m rights issue as part of £1.6bn Frank Russell acquisition

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Magic Circle firms Freshfields Bruckhaus Deringer and Linklaters, alongside some of the leading US firms, have advised on the London Stock Exchange Group (LSEG) rights issue for £938m to help fund a £1.6bn acquisition.

The LSEG said in late June it would acquire global asset management firm Frank Russell Company from Northwestern Mutual for $2.7bn. The fully underwritten rights issue is intended to raise net proceeds of £938m as part of the cash consideration for the buyout.

The issue will be priced at £12.95 a share, with a total issuance of around 74.3m ordinary shares or approximately 27.3% of LSEG’s existing issued share capital.

Freshfields’ advised LSEG on the acquisition and issue with corporate partner Andrew Hutchings leading alongside partners Mark Rawlinson, Mark Austin, Sarah Murphy, James Smethurst and Simon Priddis, while corporate partner Sean Rodgers and a team from Kirkland & Ellis provided US law advice to the company.

Linklaters advised the underwriting banks Barclays, RBC Capital Markets, Deutsche Bank, JP Morgan Cazenove, Banca IMI, Banco Santander, HSBC and Mitsubishi UFJ Securities.

Debevoise & Plimpton is advising Northwestern Mutual on the acquisition, led by partner Gregory Gooding and partners Kenneth Berman, Lawrence Cagney and Peter Schuur.

Skadden Arps Slate Meagher & Flom represented Russell Investments in the $2.7bn sale by Northwestern Mutual to the LSEG.

Jaishree.kalia@legalease.co.uk

Legal Business

Former Freshfields lawyers open boutique following Magic Circle firm’s Barcelona exit

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Two of Freshfields Bruckhaus Deringer’s lawyers have set up an IP/IT specialist boutique in Spain following the closure of the firm’s Barcelona office in April this year.

Counsel Sergio Miralles and associate Elena Molina set up the specialist firm Intangibles Legal focusing on IP and IT two months after the Barcelona office shut.

Freshfields said the boutique launch was part of the firm’s strategy to cover IP/IT work in Barcelona with its former lawyers, although the new outfit was not set up under the Freshfields banner.   

The decision to close the Barcelona office came after Freshfields’ former Barcelona managing partner, Toni Valverde, joined rival Allen & Overy in February to lead its newly launched office in the region. After Valverde’s exit, Freshfields rolled its Barcelona offering into its Madrid office. 

The closure affected one counsel, six lawyers and a small number of support staff in total, who were all made redundant after none accepted the offer to relocate to the firm’s Madrid office. The Madrid base currently houses 11 partners and 117 staff members.  

Freshfields confirmed it will continue to service its existing client base in Barcelona out of its Madrid base and will also work with Intangibles Legal to advise other clients.

The firm said in a written statement: ‘Our strategy is focused on supporting our clients wherever in the world they need us, rather than just where we have a physical office. We’ve therefore always run our Spanish practice as one, not as separate Madrid and Barcelona practices, so there will be no impact on our ability to support our network clients in Spain or our Barcelona-based clients.’

Some of the firm’s recent corporate transactions in Spain include advising Cepsa on its acquisition of the entire issued share capital of Coastal Energy Company for approximately C$2.3bn; representing Qatar Holdings on the acquisition of its €2bn equity interest in Iberdrola; and advising Amadeus on its initial public offering worth €1.45bn. 

Jaishree.kalia@legalease.co.uk

Legal Business

HSF snatches Freshfields former energy co-head

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Strategic recruitment Freshfields Bruckhaus DeringerHerbert Smith Freehills
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Herbert Smith Freehills has landed a blow on Magic Circle firm Freshfields with the hire of the firm’s former co-head of energy and natural resources Dirk Hamann as the Anglo-Australian firm looks to build out its German offices.

Hamann leaves Freshfields after two decades at the firm, where he became a partner in 1997. He joins HSF in Berlin, one of two German offices the firm opened at the start of 2013. Hamann, a senior corporate lawyer with a focus on regulated industries, is HSF’s seventh partner hire in Germany since that launch, joining corporate and M&A lawyers Ralf Thaeter and Nico Abel, real estate specialist Hans Thomas Kessler, disputes expert Mathias Wittinghofer, finance partner Kai Liebrich and competition lawyer Michael Dietrich.

Hamann, who exits Freshfields’ Hamburg office, has built a strong renewable energy practice and introduced a low carbon sub-group at Freshfields when he was global co-head of energy and natural resources between 2009 and 2013. 

HSF has experienced a strong start in Germany, and has earmarked the jurisdiction as a core area for investment. The firm is looking to leverage increased trade between Europe’s strongest economy and its Asian offices that were strengthened following its merger with Australian firm Freehills last year.

Ralf Thaeter, who is leading the firm’s development in Germany, said: ‘Dirk is a highly regarded partner whose arrival will help us to achieve one of our key objectives of building a quality German corporate practice that is fully integrated into the firm’s global network. His experience and client base is also closely aligned with our global energy practice, and his presence in Berlin positions us well for the expected upturn in energy-related M&A activity following the German Government’s decision to phase out nuclear power.’

Alvaro Sainz, HSF’s European head of corporate, added: ‘Our team in Germany is already winning interesting and complex cross-border client mandates and, as Europe’s largest transactional market, we anticipate that Dirk will swiftly grow his practice by close collaboration with our network of offices in Europe, the Middle East and particularly Asia.’

Tom.moore@legalease.co.uk