Legal Business

Repeat business: Slaughters and Linklaters act as Wood Group to take over Amec in £5bn deal

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Corporate LinklatersSlaughter and May

Slaughter and May and Linklaters gained advisory roles as energy services group Amec Foster Wheeler agreed to a £2.2bn takeover by Wood Group in an all-share offer that brings together two of the UK’s largest energy services companies.

Slaughters is advising Wood Group, with corporate partners Simon Nicholls (pictured), Paul Dickson and Chris McGaffin as lead advisers. Nicholls has acted for John Wood Group on its 2010 acquisition of smaller rival PSN, the UK aspects of the disposal of its Well Support Division to GE, and its subsequent return of cash to shareholders.

Linklaters is advising Amec Foster Wheeler through global head of corporate Aedamar Comiskey and corporate partner James Inglis. The Magic Circle firm has advised the engineering firm for more than a decade, and acted on the 2014 takeover of Foster Wheeler by Amec.

The Wood Group deal will create a new entity with a combined value of £5bn, as Scottish company Wood Group is offering £5.64 per Amec share, for 56% ownership of the combined group. Shares in both companies climbed significantly after the announcement.

The merger is conditional on shareholder approvals and certain competition and regulatory clearances, but is expected to close in the second half of 2017.

Earlier this month, Slaughters also had a role alongside Freshfields Bruckhaus Deringer and Maclay Murray & Spens on Standard Life and Aberdeen Asset Management’s £3.8bn merger, which on completion will create the UK’s largest asset manager with £660bn in assets under management.

In January, Nicholls also acted opposite a string of other firms on Johnson & Johnson’s $30bn offer to buy Swiss biotech company Actelion.

Linklaters sat opposite Davis Polk & Wardwell and Kirkland & Ellis last month, advising on Reckitt Benckiser’s (RB’s) $17.9bn acquisition of Mead Johnson, the first large transatlantic merger of 2017.

georgiana.tudor@legalease.co.uk

Read more on the City’s leading deal shops in: ‘The M&A Report: To have and to have not’

Legal Business

Refreshing the ranks: Magic Circle firms freshen up practice area leadership

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Leadership LinklatersSlaughter and May

Slaughter and May is changing heads in three practice areas: dispute resolution, outsourcing, technology, intellectual property (IP) and sport, and pensions and employment, as Linklaters has also promoted a new real estate leader.

Slaughters’ pensions practice, which recently announced the firm’s first lateral hire in London in Herbert Smith Freehills’ Dan Schaffer, will be now led by Charles Cameron. He takes over from Jonathan Fenn who led the practice through mandates such as advising Royal Dutch Shell on employment, pensions and share plan aspects of its £47bn combination with BG Group and ARM Holdings on its share plan aspects of its acquisition by Softbank.

IP partner David Ives also replaces Cathy Connolly as head of the firm’s IP and technology practice. Connolly held the job for the last three years and her practice includes the protection and exploitation of patents, trademarks, copyright and know-how.

Ives joined Slaughters in 1999 and was made partner in 2009. His key clients include Carillion, Marks and Spencer and Direct Line.

Additionally, dispute resolution partner Sarah Lee took over as head of disputes resolution from Deborah Finkler who served a four-year term. Lee joined Slaughters in 1993, made partner in 1999 and her key mandates include defending Cable & Wireless against Caribbean competitor Digicel, and successfully defending Ford Europe against a claim relating to returning over £76m of corporation tax. All are appointed for a three year term, as of 1 May.

Additionally, Linklaters has appointed Andy Bruce as its new global head of real estate to succeed Yves Moreau. Moreau led the practice since 2011, as Bruce led the UK real estate practice since 2012 and has been at Linklaters for 25 years.

Bruce has experience across the acquisition, financing, development, letting and disposal of all types of commercial real estate both in the UK and Continental Europe and led on major real estate deals for Abu Dhabi Financial Group, CBRE Global Investors and Lendlease.

Bruce’s appointment is immediate, and for a four year term.

georgiana.tudor@legalease.co.uk

Legal Business

Deus ex machina: Linklaters signs up Lloyds and RBS to ring-fencing software

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Legal tech LinklatersLloyds Banking GroupThe Royal Bank of Scotland

Linklaters has launched a pair of artificial intelligence (AI) products in the latest innovation push for the Magic Circle firm, including a tool to navigate ring-fencing reforms for core banking clients.

Both Lloyds Banking Group and The Royal Bank of Scotland (RBS) have used the firm’s LinkRFI software, which is used to classify thousands of customer names in a fraction of the time it would take a human to complete. The classifications are needed to help ensure separation between banks’ retail and investment arms, to comply with ring-fencing reforms introduced by the Bank of England.

The tool is now being used by the firm’s main banking clients ahead of a January 2019 deadline for implementing reforms. However, Linklaters would not confirm which banks were using the product.

The software was developed under banking partner Benedict James, relationship partner for RBS. Other lawyers taking a lead in its development were partner Tom Wells and key Lloyds relationship partner Edward Chan (pictured), who also manages the firm’s approach to the use of AI.

In addition to its banking tool, Linklaters has been developing its own AI platform, named Nakhoda, for data extraction and document analysis using legal logic. The firm has formed a new collaboration with London-based AI firm Eigen Technologies to roll out the product.

The firm’s AI working group has been headed up by Chan, with Linklaters announcing it was working with provider RAVN Systems last May.

Chan told Legal Business: ‘We are looking at several third-party products and are also building our own platform. A lot of the tools are quite optimised for one task. No single product works in all situations, so we might end up with some kind of toolbox, rather than a single killer application.’

According to one senior lawyer at RBS, the bank was set to sign a licensing agreement for the continued use of LinkRFI and had been exploring other AI options, such as using due diligence tool Kira.

matthew.field@legalease.co.uk

See the feature: ‘The arms race – City rivals ramp up AI tech for the battles ahead‘

Legal Business

To the bank: Linklaters’ Elliott takes chair role at Permanent TSB

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Leadership Linklaters

After 27 years at the Magic Circle firm, former senior partner Robert Elliott has been appointed chairman at Irish bank Permanent TSB Group Holdings.

Elliott (pictured) will take the role on 31 March from the bank’s former chair Alan Cook, who retires after a six year term. Elliott will continue to act as a partner consultant to Linklaters in his new role.

The former senior partner and chairman of Linklaters, Elliott started his career at Wilde Sapte in 1976 making partner in 1981. He moved to Linklaters in 1990 as a well-respected banking and restructuring lawyer. Elliott later headed up the firm’s global banking practice, a role he handed down to now managing partner Gideon Moore in 2011.

Elected in the senior partner race in 2011 to succeed David Cheyne, Elliott saw off competition from then litigation head John Turnbull and Belgium-based Jean-Pierre Blumberg.

In 2016, Elliott was replaced by senior partner Charlie Jacobs, who was elected in May and formerly took up the senior partner role in October.

Jacobs said: ‘I’m delighted to congratulate Robert on his new appointment. It demonstrates not only the exceptionally high regard in which Robert is held within the banking industry but is testament also to the energy and intellectual contribution he has brought to the wider business community. It is also another recent example of a preeminent lawyer taking a prominent role outside the law which is to be welcomed.’

matthew.field@legalease.co.uk

For more on Linklaters leadership, see ‘Rain men’

 

Legal Business

Deus ex machina: Linklaters signs up Lloyds and RBS to ring-fencing software as firm develops brace of AI products

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Legal tech LinklatersLloyds Banking GroupThe Royal Bank of Scotland

Linklaters has launched a pair of artificial intelligence (AI) products in the latest innovation push for the Magic Circle firm, including a tool to navigate ring-fencing reforms for core banking clients.

Both Lloyds Banking Group and The Royal Bank of Scotland (RBS) have used the firm’s LinkRFI software, which is used to classify thousands of customer names in a fraction of the time it would take a human to complete. The classifications are needed to help ensure separation between banks’ retail and investment arms, to comply with ring-fencing reforms introduced by the Bank of England.

Legal Business

Linklaters alumni line up opposite former firm in Reckitt’s $16bn takeover of Mead Johnson

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Corporate Linklaters

In the first transatlantic merger to make headlines so far in 2017, Kirkland & Ellis partners David Holdsworth and Paula Riedel have lined up opposite their old firm Linklaters on Reckitt Benckiser (RB)’s $16.7bn takeover of Mead Johnson & Company.

Kirkland fielded a transatlantic team to advise US-based Mead Johnson, the baby formula manufacturer, which had sales of $3.7bn in 2016. Mead and RB confirmed the deal on 10 February, which should complete in the third quarter of 2017.

Legal Business

Freshfields and Linklaters take spots as GIC and Hellman win bid for Allfunds Bank

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Corporate Freshfields Bruckhaus DeringerLinklaters

Freshfields Bruckhaus Deringer, Ropes & Gray, Linklaters and Simpson Thacher & Bartlett have all won roles advising on the €1.8bn sale of Allfunds Bank to private equity house Hellman & Friedman and Singaporean sovereign wealth fund GIC.

Both Hellman and GIC will pick up the Spanish funds platform which has over €265bn assets under administration globally covering 51,000 funds from 541 fund managers. Allfunds has over 530 institutional clients, including commercial banks, private banks and insurance companies from 38 different countries.

Major shareholders Santander and Intesa Sanpaolo will sell their stakes in Allfunds as part of the deal. The remaining 25% will be sold by Warburg Pincus and General Atlantic as part of an agreement reached with Santander in November.

Slaughter and May has continued to advise Santander alongside its best friend Uria Menendez with a team led by the Magic Circle firm’s corporate partner Michael Corbett as well as Uria Menendez M&A partners Antonio Herrera and Stephen Hess. Cleary Gottlieb Steen & Hamilton M&A partner Simon Jay led a team advising Warburg Pincus and General Atlantic.

Linklaters advised Intesa Sanpaolo on the sale of its stake. The Magic Circle firm’s team included partners Victor Manchado with Giovanni Pedersoli in Madrid and Ben Rodham in London.

Freshfields and Ropes & Gray acted as legal counsel to Hellman & Friedman while Simpson advised GIC.

Freshfields’ cross border team included corporate partners David Higgins (pictured), Tim Wilmot, David Rouch and Madrid office head David Franco.

Higgins told Legal Business: ‘We expect there to be more non-core disposals from financial institutions. Regulators have become more comfortable with private equity and financial investors owning regulated businesses. That should be good for deal opportunities in the sector.’

Ropes took a spot acting on financing aspects of the deal with a team led by global co-head of finance Jane Rogers and Matt Cox, who was recruited from Freshfields back in 2010.

Recent deals Freshfields has worked on for Hellman include the 2012 acquisition of Wood Mackenzie, a deal which valued the energy research and consultancy business at £1.1bn. The firm also acted as Hellman took a controlling stake in Italian software firm TeamSystem in late 2015.

madeleine.farman@legalease.co.uk

Read more in: ‘The M&A Report: Private equity offers the clients for all seasons’


 

 


Legal Business

Linklaters ups the ante in Washington with veteran hire amid Trump DoJ shakeup

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Strategic recruitment Linklaters

As the US Department of Justice (DoJ) sees further exits as the Trump administration moves in, Linklaters has hired former principal associate deputy attorney general Matt Axelrod as a partner in its Washington DC office.

Axelrod (pictured) was a senior member of the DoJ’s leadership team, advising former attorney general Sally Yates prior to her sacking by President Donald Trump. Trump fired Yates on 30 January after she told DoJ lawyers not to defend the executive order banning US entry for people from seven Muslim-majority countries.

From 2009 and 2013 Axelrod worked with the DoJ, including as senior counsel to the criminal division. He spent just over a year from 2014-15 as a partner at Washington firm Cohen Milstein Sellers & Toll bewfore returning to the DoJ.

Axelrod joins Linklaters growing Washington disputes practice, strengthening the firm’s government risk team and increasing its bench strength in foreign corrupt practices, securities fraud and white collar crime.

Last year, Linklaters added to its Washington team with the hire of Adam Lurie as head of litigation and government investigations from Cadwalader in 2016, as well as hiring antitrust partner Douglas Tween from Baker McKenzie in 2015.

Linklaters global head of dispute resolution Michael Bennett said: ‘We are delighted to have Matt join our dispute resolution practice as, in addition to his impressive litigation credentials, he further enhances our US regulatory, white collar crime and [foreign corrupt practices] capabilities for our clients in the US and globally.’

Bennett has been growing out Linklaters’ disputes team, increasing its offering beyond the firm’s traditional bench strength in corporate and finance. Earlier this year, Linklaters also hired Susana Cao Miranda into its London litigation practice from Goldman Sachs.

matthew.field@legalease.co.uk

Read more on Linklaters in: ‘Rain men – goodbye Harvard Kool-Aid, hello plain speaking at Linklaters’ c-suite‘

Legal Business

Paying up: Linklaters and Eversheds advise as Sir Philip Green agrees £363m pensions deal

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Commercial Eversheds SutherlandLinklaters

Sir Philip Green has paid £363m into the BHS pension pot following the collapse of the retailer last year, with Eversheds Sutherland and Linklaters advising.

The payment comes as part of a bid to satisfy the UK Pensions Regulator (TPR), which was planning legal proceedings to secure a payment from Green (pictured). TPR used its own team of in-house lawyers.

Eversheds pensions partner Emma King led a team acting on the payment for the BHS trustees, while pensions partner Mark Latimour also advised. The payment comes as part of an attempt to plug the £571m shortfall left in BHS’s pension fund and follows a major parliamentary investigation into the failure of the high street chain.

Linklaters advised Green, having been the tycoon’s primary legal adviser in recent years. The Magic Circle firm acted on the disposal of BHS by Green’s Arcadia Group in 2015 for £1 to Retail Acquisitions and businessman Dominic Chappell, who were advised by Olswang.

Disputes partner Andrew Hughes has been advising on the settlement, while corporate partner Owen Clay has previously been one of main legal advisers to Arcadia Group, which is run owned by Green.

The Pension Protection Fund (PPF), the government pensions lifeboat, was advsied by Stephenson Harwood partners Libby Elliott and Mark Catchpole.

TPR chief executive Lesley Titcomb said: ‘The agreement we have reached with Sir Philip Green represents a strong outcome for the members of the BHS pension schemes. It takes account of the interests of both pensioners and the PPF, and brings a welcome level of certainty to present and future pensioners.’

The regulator called time on its enforcement action against Green, while actions continue against Chappell and Retail Acquisitions. Chappell was recently represented by Matthew Parfitt of Erskine Chambers during high court proceedings into the solvency of Retail Acquisitions.

Last summer, Green and many of the legal advisers on the deal appeared before a joint parliamentary committee after BHS entered administration. MPs led by Labour MP Frank Field called on firms to disclose their legal fees, revealing Linklaters had billed Arcadia £1.2m as of February 2016.

Eversheds declined to comment. Linklaters had not replied for comment at press time.

matthew.field@legalease.co.uk

Legal Business

Paul Weiss, Linklaters and Freshfields alumni lock horns as Kraft Heinz drops $143bn deal for Unilever

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Corporate LinklatersPaul, Weiss, Rifkind, Wharton & Garrison

In what would have been the second largest M&A deal in history, Unilever has rejected a $143bn takeover approach from Kraft Heinz as Paul, Weiss, Rifkind, Wharton & Garrison and Linklaters take opposite sides.

Unilever, the company behind brands such as Dove and Ben & Jerry’s, said it had rejected the deal last Friday (17 February) and over the weekend Kraft said it would drop its pursuit for the consumer goods company.

Linklaters won a key mandate on the rejected bid for Anglo-Dutch Unilever. Key advisers for the firm include global consumer goods co-head Paul McNicholl and corporate partner Nick Rumsby.

Paul Weiss is acting for Warren Buffet’s food company. US corporate veteran Scott Barshay is a longtime adviser to Kraft Heinz. He recently arrived from rival Cravath, Swaine & Moore after 25 years, in one of the landmark lateral hires in the New York market.

The bid comes two years after Kraft merged with Heinz in a deal worth $46bn. Barshay had acted for 3G Capital and HJ Heinz on the deal.

Meanwhile, top Magic Circle alumni are acting for the main financial advisers on the deal. Freshfields Bruckhaus Deringer’s former rainmaker Mark Rawlinson is acting for Morgan Stanley, the financial adviser to Unilever, opposite former Freshfields colleague Will Lawes, who is acting for Lazard on the Kraft side. Lawes, who was senior parner at the Magic Circle firm moved to the bank in January this year.

matthew.field@legalease.co.uk

Read more on the City’s leading deal teams in the feature: ‘The M&A Report – To have and have not’