Legal Business

European expansion – A&O launches in Barcelona with hire of Freshfields partner

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Europe Allen & OveryFreshfields Bruckhaus Deringer
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Allen & Overy (A&O) has pointed to the growth and profitability of its Madrid office and the recovery of the Spanish economy for its decision to launch in Barcelona, with the hire of local corporate partner Antoni Valverde from rival firm Freshfields Bruckhaus Deringer, announced today (4 February).

Valverde, who made partner at Freshfields in 1997 and became co-head of the firm’s private M&A group from 2001 to 2009 and the leader of the Spanish corporate group from 2007 to 2010, focuses on private M&A and has acted for some of the key Spanish players on outbound M&A, including acting for Barcelona-based infrastructure operator Abertis on the €1.5bn acquisition of OHL Brazil in August 2012.

Valverde’s hire comes following a period of growth for the Magic Circle firm’s Madrid office over the past six years, including opening a litigation department with the appointment of Clifford Chance (CC) partner Antonio Vázquez-Guillén in 2008; hiring Antonio Martinez from Uria Menendez as a partner and head of the antitrust practice in 2009; and taking on Pablo Mayor also from CC to the corporate group in 2010 to further expand A&O’s public law offering.

Recent deals for the Spanish office include advising on Iberdrola’s sale of its 50% stake in British nuclear consortium NuGen to Japan’s Toshiba and on the €2bn equity investment made by Qatar Holding; as well as Bridgepoint Capital on the acquisition of a portfolio of wind energy assets from listed Spanish construction company ACS.

A&O’s Madrid managing partner Andrew Clark told Legal Business that the new office will be integrated with the firm’s existing office in Madrid and managed as one practice, with an aim to grow headcount across both offices in the next two years. The Madrid office currently has ten partners across its finance, corporate, litigation and tax offering.

The launch comes as recent figures suggest that M&A activity in Spain is picking up both in volume and value, with A&O’s own M&A index last month stating: ‘Excluding deals in the financial sector, driven by the restructuring of the Spanish banking system, the number of deals still increased by 24% in 2013 while deal value was up by over 50%.’ Firms including Magic Circle rivals CC and Freshfields Bruckhaus Deringer have an office in Barcelona.

A&O global managing partner Wim Dejonghe said: ‘Spain’s economy grew at its fastest pace in almost six years in the final quarter of 2013 and this is reflected in the success and profitability of our Madrid office. Today’s news underlines the belief that there is a significant opportunity for us to further expand in Spain.’

Iñigo Gómez-Jordana, senior partner of A&O Spain added: ‘Spain’s latest M&A figures point towards recovery and new opportunities lie ahead for both our Madrid and Barcelona offices for all our practice areas. We look forward to Toni’s contribution, which will further strengthen our Spanish and international corporate offering, a strategic priority for the firm.’

jaishree.kalia@legalease.co.uk

Legal Business

Revolving doors – Weil, Latham, Freshfields and Dentons among the firms opening 2014 with senior recruits

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Strategic recruitment DentonsFreshfields Bruckhaus DeringerLatham & WatkinsWeil, Gotshal & Manges
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Increasing confidence in the transactional market has contributed to a rash of senior partner moves at the start of 2014, with the UK’s leading firms bolstering both their London and international practices.

In the City, upwardly mobile US practices continued to boost their capability with Weil, Gotshal & Manges hiring Hogan Lovells banking and finance partner Chris McLaughlin, who has extensive experience of cross-border private equity buyouts and European real estate acquisitions and restructuring. His hire came a week after Latham & Watkins hired Weil Gotshal funds partner Nick Benson, its fifth City hire within the past 12 months.

Legal Business

In-house: Aon appoints Michael Wolf as global head of corporate as Prash Naik takes over as GC of Channel 4

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Insurance giant Aon has appointed Jenner & Block partner Michael Wolf as vice president and chief counsel, corporate, in a role that will see him assume global responsibility for all corporate transactions including M&A, divestures, joint ventures, partnerships and strategic alliances.

At Aon, which in January 2012 moved its corporate headquarters to London and has 65,000 staff across 120 countries providing risk management, insurance and reinsurance brokerage, Wolf will report to executive vice president and general counsel Peter Lieb.

Prior to joining Aon, Wolf was a partner in Jenner & Block’s Chicago headquarters, where he concentrated on corporate and transactional law and led on transactions including the sale of General Motors to the U.S. Treasury. Before joining Jenner in 2003 as an associate, Wolf was with Kirkland & Ellis in Chicago.

Lieb said: ‘Michael brings the perfect set of skills and experience to achieve success in this role.

‘In a world where the magnitude, complexity and speed of risk management have increased exponentially, Michael’s seasoned leadership on mergers and acquisitions, securities offerings, securities compliance issues, and corporate governance will add tremendous value to our firm. We are pleased to have him join the Aon team.’

Firms that have acted for Aon include Freshfields Bruckhaus Deringer, which advised the company on the relocation of its corporate headquarters led by corporate partner Julian Long.

A further senior in-house appointment has seen Channel 4 promote former head of legal and compliance Prash Naik to the new role of general counsel as part of an overhaul of its legal team.

Naik, who is in his 20th year with the broadcaster, having joined after just three years in private practice at now defunct firm DJ Freeman, will report to C4’s head of commercial affairs Martin Baker along with chief executive David Abrahams and chairman Lord Burns.

In his new role – alongside his existing responsibilities overseeing the legal & compliance department – Naik will now also take responsibility for the corporate legal team, working on corporate governance, data protection, freedom of information and regulatory issues.

Baker said: ‘Under Prash’s leadership, Channel 4’s legal and compliance team are rightly acclaimed as industry leaders and I’m delighted that he is taking on this new and expanded brief.’

The overhaul has seen new roles introduced, including that of controller of business affairs, which was filled last week by the BBC’s former head of legal, commercial and business affairs John Moran.

Moran began his career as a barrister in London before becoming a legal advisor within HM Treasury, joining the BBC in 1999 where he began as a legal advisor in the regulatory team.

Baker added: ‘John joins us with a terrific track record and will be invaluable in ensuring we deliver a first class business affairs service to our colleagues in the commissioning team and our independent suppliers.’

Recent triumphs for the C4 legal team led by Naik have included securing the necessary legal requirements to broadcast controversial programmes such as Drugs Live, which tested 25 volunteers taking Class A drug MDMA, and Plane Crash, which crashed a Boeing 727 to study the effect on test dummies.

caroline.hill@legalease.co.uk

francesca.fanshawe@legalease.co.uk

Legal Business

Deal watch – Norton Rose Fulbright and Freshfields lead on BMO’s $1.2bn takeover of F&C

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Norton Rose Fulbright (NRF) is advising one of its oldest clients, Edinburgh-based UK and European asset manager F&C Asset Management on its $1.2bn acquisition by Bank of Montreal (BMO Financial Group) led by Freshfields Bruckhaus Deringer.

The NRF team is being led by London corporate partners Chris Randall and Paul Whitelock, with BMO’s former senior vice president, deputy general counsel and chief compliance officer John Jason, who joined the top 10 LB100 firm’s Toronto office as of counsel earlier this month, also involved on the deal.

The Freshfields team for BMO, Canada’s fourth largest lender, is headed by City co-head of the international asset management group, Matthew Cosans. The Magic Circle firm’s team also includes corporate partner George Swan, regulatory partner Mark Kalderon and employment partner Nick Squire. According to Bloomberg, this is the second-largest takeover in the bank’s 196-year history.

F&C is a longstanding client of Norton Rose, which previously advised on its 2010 acquisition of the Thames River Capital group, a specialist asset management business in a deal worth £53.6m. The firm also advised F&C when the High Court ordered the asset manager to pay indemnity costs stemming from a disagreement with hedge fund managers and former partners of F&C, and had the ruling quashed in the Court of Appeal in 2012.

The 2647-lawyer firm secured a base in Canada following its merger with Canadian firm Ogilvy Renault in 2011 and subsequently consolidated its position in Canada with the acquisition of Calgary-based Macleod Dixon.

Chris Randall told Legal Business: ‘The firm has been working with F&C since 1868, when it was the first-ever investment trust. It is one of the firm’s oldest clients and it was a pleasure to work with them on this transaction.’

BMO said in a statement that it expects the deal to complete by May 1, although it is likely to be subject to regulatory approval.

david.stevenson@legalease.co.uk

(with additional reporting by sarah.downey@legalease.co.uk)

Legal Business

Deal Watch: CC, Freshfields and A&O act on Liberty Global’s €6.9bn acquisition as Dentons and LG float Hurricane

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Corporate Allen & OveryClifford ChanceFreshfields Bruckhaus Deringer
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Three Magic Circle firms have scored lead advisory roles on Liberty Global’s €6.9bn acquisition of Netherlands’ largest cable operator Ziggo, with Freshfields Bruckhaus Deringer, Clifford Chance (CC) and Allen & Overy (A&O) all acting on the deal.

A&O’s Amsterdam-based corporate partner Annelies van der Pauw led for Liberty Global and competition partner Paul Glazener worked on the antitrust aspects, as the joint entity will have around 90% of the regulated Dutch fixed line cable market, while CC’s finance partner Mark Huddlestone headed up the team to advising the lenders.

Longstanding Liberty Global adviser Ropes & Gray led on financial aspects for the company in London, with partners Tania Bedi and Jane Rogers advising alongside the firm’s London co-managing partner Maurice Allen.

The firm has also previously represented the international cable company on the financing of its €3.1bn acquisition of Germany’s third largest cable TV operator Kabel Baden-Wuerttemberg from Swedish private equity group EQT Partners AB, in a deal where the antitrust permission to go ahead with the deal was overturned by the German courts in August last year.

At Freshfields, a four-strong Amsterdam-based team advised Ziggo led by partner Jan Willem van der Staay, while Shearman & Sterling acted for Ziggo as legal counsel on financing matters, with City-based European capital markets partner Apostolos Gkoutzinis leading the team.

New York-headquartered Shearman previously acted for Liberty Global on its $23.3bn acquisition of Virgin Media in 2013.

Subject to the necessary approvals, Liberty Global and Ziggo anticipate that the offer will close in the second half of 2014.

Elsewhere, Dentons and Lawrence Graham have advised Hurricane Energy, which focuses on oil reserves in reservoirs beneath the North Sea and has already signed investment and drilling deals with BP and Transocean, as it prepares to float on the AIM market of the London Stock Exchange with a value of £272m.

Hurricane, which is expected to start drilling in the second half of 2014, was led by Dentons corporate partner Jeremy Cohen, alongside energy partner Danielle Beggs and environment partner Sam Boileu.

Cenkos Securities acted as Hurricane’s nomad and broker, with Lawrence Graham’s head of corporate Geoff Gouriet advising alongside senior associates Rebecca Gordon and Jenna Beever.

sarah.downey@legalease.co.uk

Legal Business

LLP Latest – Freshfields sees drop in equity partners and highest paid earner as Clydes grows across the board

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Freshfields Bruckhaus Deringer has become the second Magic Circle firm to release its 2012/13 limited liability partnership (LLP) filings with Companies House, revealing a drop of 5% in average equity partner numbers and a reduction in the pay packet of its highest paid member.

The LLP, which saw its 2012/13 profits fall to £312.3m from £329.1m in the previous year, while overall revenues increased by 4% to £1.23bn, saw the average number of members fall from 350 to 332.

Freshfields’ latest accounts show that its highest paid equity member took home £2.5m including retirement payments, down from £2.9m the previous year.

The firm’s loans and other debts due to members grew to £532.1m from £454m, while its total assets, including unbilled revenue, amounts due from members, property and cash, grew to £895.5m from £876.6m in 2011/2012.

However, the number of overall staff at the firm increased by 81 to 4,561, consisting of a rise in fee-earners from 2,459 to 2,514 and support staff from 2,017 to 2,047 the year before. The firm paid more in overall salaries during 2012/13, up to £449.3m from £413.8m.

The results comes as Legal Business top-15 UK firm Clyde & Co also filed its LLP accounts for the same period, reporting a 22.7% hike in profits from £66.5m to £81.6m. Its revenues were also up 17% to £334.6m from £285.8m in 2012.

The firm’s average number of equity members increased by 39 to 218 in 2013, while its highest paid member’s remuneration remained static at £1.3m. Staff costs at the firm however, rose 24.7% to £144.4m from £115.8, largely due to the cost of total salaries rising 26.4%, while overall staff numbers increased by 314.

jaishree.kalia@legalease.co.uk

Legal Business

Deal watch: Taylor Wessing and Freshfields advise on HSBC Jordan bank deal

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Corporate Freshfields Bruckhaus DeringerTaylor Wessing
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HSBC’s steps to streamline its business by disposing of non-core global assets has gifted Taylor Wessing and Freshfields Bruckhaus Deringer with a significant Middle East mandate, as Arab Jordan Investment Bank (AJIB) acquires the international retail bank’s local assets.

Taylor Wessing’s City-based corporate partner Ronald Graham advised AJIB on the deal, which constitutes one of the biggest banking agreements that Jordan has ever seen, with support from local firm Dajani & Associates.

Freshfields’ Dubai office, led by corporate partner Michael Hilton, advised HSBC.

Announced on 20 January and expected to complete during the first half of 2014, AJIB has agreed to pay an undisclosed sum for HSBC’s business in Jordan, which on 30 September last year comprised of four branches with gross assets worth approximately $1.2 billion.

AJIB’s chief executive, Hani AL-Qadi said that the bank was ‘pleased to have signed the agreement which has full regulatory backing’, according to a statement, which also stated the deal is part of AJIB’s growth strategy as it consolidates its market share in the Jordanian market.

The move comes as the wider Middle East region has seen a number of international entrants or firms expanding their presence, with Morgan Lewis & Bockius; White & Case; Cleary, Gottlieb, Steen & Hamilton; Baker & McKenzie and Addleshaw Goddard all recently setting up in Dubai.

sarah.downey@legalease.co.uk

To be included in future Deal Watch round ups please send your announcements to caroline.hill@legalease.co.uk

Legal Business

Freshfields supports BITC campaign by removing criminal history question from application forms

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Freshfields Bruckhaus Deringer has opted to remove questions relating to criminal history from its job application forms in a bid to assess job seekers for its business services and support services functions on the basis of merit.

The Magic Circle firm says it is the first law firm to remove the criminal-record disclosure box from its preliminary application forms so job seekers are not excluded because of unrelated criminal convictions.

Following the changes, Freshfields will now request information about unspent criminal convictions only after a job offer is made, and any convictions disclosed will be assessed on a case-by-case basis.

The firm has emphasised the route will open new doors for employable ex-offenders judged primarily on suitability for the role but will not apply to legal roles.

The move comes as part of the firm’s support of Business In The Community‘s (BITC) ‘Ban the Box’ campaign, aimed to help applicants through to the interview phase based on equal opportunity. The firm has participated in BITC’s Ready for Work programme since 2001, offering a total of around 250 placements from which 23 have gained full-time employment. On average, over 55% of those who have gained work since 2001 have been employed for at least six months.

Freshfields partner Philip Richards commented: ‘The Ban the Box campaign is an excellent initiative that highlights the major role businesses can play in helping ex-offenders back into work, away from homelessness and from adding to reoffending rates.’

Corporate partner and former City head Tim Jones – who was recently hired as general counsel to England Rugby 2015, told Legal Business: ‘This is about working with people in the homeless sector and is for people who want to turn their lives. We are not saying criminal convictions are not significant, but you have to look at each individual’s case separately based on history, background and many other things. There will be an internal process; for example, if an individual has a probation officer, we would talk to them.’

BITC employability director Catherine Sermon said: ‘We are extremely grateful to Freshfields for their pioneering move in banning the box. Through this move we know that Freshfields will benefit from access to a wider, diverse and talented pool of applicants who may otherwise have been excluded. We hope that it inspires other firms that they too can change their application process.’

Jaishree.kalia@legalease.co.uk

Legal Business

Corporate: Freshfields makes Paris M&A lateral hire as 2013 M&A adviser tables do little to instil confidence

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Freshfields Bruckhaus Deringer has become the second elite global firm to make a high-profile corporate lateral hire this week, as the latest M&A deal tables released today (9 January) show European and global transaction levels fell again in 2013.

The Magic Circle firm has strengthened its international capital markets, M&A and corporate advisory offering in Paris with the hire of partner Olivier Rogivue from leading French practice Bredin Prat.

Rogivue has been a partner for at Bredin Prat for the last six years before which he worked at Slaughter and May’s Paris and London offices for 11 years, giving him extensive experience of advising large industrial clients in France on international transactions.

Freshfields’ global head of corporate Edward Braham said: ‘As the French market becomes increasingly international, we are seeing an increasing demand for top-quality lawyers with valuable international experience. Olivier is an exceptional candidate who will help us to build on our successful track record on corporate transactions in France.’

Commenting on the appointment of Olivier Rogivue to the Paris corporate team, Hervé Pisani, head of corporate in Paris, noted: ‘Olivier combines a strong blend of domestic understanding and international perspective. His skills and experience are an excellent fit for our existing practice and we believe that he will make a significant contribution to further developing it locally and internationally.’

This hire comes a day after US firm Latham & Watkins’ made its fifth city partner hire within the last 12 months with Weil, Gotshal & Manges’ private equity partner Nick Benson joining the firm. Also in Paris, French firm August & Debouzy has recently bolstered its own private equity practice after recruiting Paris-based partner David Malamed, also from Weil, Gotshal & Manges.

These lateral hires comes as Mergermarket today released its league tables of legal advisors on global M&A for 2013. Global M&A value was down 3.2% on 2012 at $2215.1bn, the third successive year of falling M&A activity, while European M&A value is down 12% to $631.3bn.

By contrast, news from the Asia-Pacific region is more positive, with the total value of M&A deals up 15% to $403.4bn.

Total value figures for M&A in 2013 were further distorted by Verizon’s $124.1bn acquisition of a 45% stake in Verizon Wireless from Vodafone in September, a deal that accounts for more than 5% of the total deal value for the year and dwarfs the second-largest transaction of the year, Berkshire Hathaway and 3G Capital’s $27.4bn bid for Heinz.

Unsurprisingly, the firms lining up on the Verizon deal fared particularly well in the legal advisors to M&A by value table, with Davis Polk & Wardwell jumping from 14th place in 2012 to top spot this year; Wachtell, Lipton, Rosen & Katz moving from eight place to second and Simpson Thacher & Bartlet going from 16th to third. Dutch firm De Brauw Blackstone Westbroek, which was one of the advisers to Vodafone on the deal, moved up 49 places in the table to 7th.

Elsewhere, DLA Piper retains its spot as the number one adviser on M&A by volume, involved in 385 deals during the calendar year, ahead of Latham & Watkins, which is the most prolific M&A firm by total volume and total value combined, and Kirkland & Ellis.

Jaishree.kalia@legalease.co.uk

Legal Business

In-house draw: Chris Bown third Freshfields partner to take a corporate wage as he resigns for CVC

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Freshfields Bruckhaus Deringer corporate partner Chris Bown has become the third senior partner in two months to resign from the Magic Circle firm for an in-house role, with news that he is to join private equity house CVC Capital Partners.

Bown, who founded Freshfields London-based private equity practice in 1999, will be joining longstanding client CVC as a senior advisor when he retires from the 2330-lawyer firm in April next year. He will start his new role on 1 May on a part-time basis, advising CVC’s deal teams and working with both external counsel and the in-house team, which is headed by managing director Richard Perris, who joined from Clifford Chance in 2005.

Deals Bown has led for CVC while at Freshfields include the sale of a $1.6bn stake in Formula One to three investors in 2012 and, in the same year, the private equity house’s acquisition of Ahlsell from Cinven and Goldman Sachs Capital Partners.

Bown is the third corporate partner since the end of September to announce he is exiting the firm, after managing partner Ted Burke stepped down a year early to return to his native Boston as general counsel and chief operating officer of US private equity house ArcLight Capital (announced 30 September), and former City head Tim Jones was last month hired as general counsel to England Rugby 2015 ahead of next year’s Rugby World Cup.

Bown, who joined Freshfields in 1998 after 19 years at Baker & McKenzie and regularly advised sponsors and corporates on acquisitions, minority investments, business sales and joint ventures, said: ‘Contributing to the creation of a private equity group that is now leading the field and has its strength in an enviable client base and a long bench of top quality lawyers has been an extremely rewarding experience, both personally and professionally. The time is now right for me to take on a new challenge and I can’t think of a better one than to be joining one of the most respected and successful players in the private equity industry’.

jaishree.kalia@legalease.co.uk