Legal Business

Dealwatch: Linklaters, A&O and HSF win places on Sabadell’s £1.7bn TSB offer

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Linklaters, Allen & Overy (A&O) and Herbert Smith Freehills (HSF) have all been instructed on the high profile £1.7bn takeover offer for TSB by Spain’s Banco Sabadell, in a bid made less than a year after Lloyds floated the bank.

HSF is acting for TSB with a team led by senior partner James Palmer and corporate partner Mike Flockhart. Palmer has been advising TSB, alongside fellow corporate partner Nick Moore and outsourcing partner Nick Pantlin, and worked closely with general counsel Susan Crichton, on its initial public offering (IPO) and all aspects of its separation of Lloyds Bank, including on the material business and IT services arrangements required for TSB to operate as a standalone bank post-IPO.

Linklaters heavyweight corporate partner Matthew Bland, who led on the initial £1.5bn IPO of TSB for its longstanding client Lloyds, is understood to be leading on talks with Sabadell for the lender as well. Bland has represented Lloyds Bank for nearly a decade. His position as adviser on the £1.5bn IPO follows lead roles on Lloyds TSB’s takeover of HBOS in 2008 and related £5.5bn recapitalisation, as well as a £22.6bn combined rights issue in 2009. A&O partner Richard Browne, meanwhile, is leading a team advising Sabadell.

TSB, which is already the UK’s seventh largest retail bank with 4.5 million customers, is being spun off by Lloyds through a gradual sell-down of its stake in the business following an IPO in June 2014. The bank’s board has indicated it is willing to recommend the offer should agreement be reached on other terms and conditions.

sarah.downey@legalease.co.uk

Legal Business

Senior appointments: Linklaters appoints new US head as Dentons picks Jones’ successor as UKMEA chief

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Yesterday saw two high-level legal appointments with Linklaters appointing Scott Bowie as head of its global US practice and Dentons selecting London partner Jeremy Cohen as UKMEA CEO.

Bowie, who is based in New York, joined Linklaters in 2005 as a partner from Latham & Watkins and has served as global head of the firm’s investment management group. His new role as head of the firm’s US practice will give him a seat on the firm’s executive committee and will see him look to develop the firm’s global US law offering while also advising clients.

Commenting on Bowie’s appointment, Linklaters’ managing partner Simon Davies said Bowie’s experience and global outlook make him ideal for leading the firm’s cross-border US law offering. He added: ‘Our aim is to help our US clients achieve their global goals by supporting them through an outstanding global network, and our international clients realize their ambitions in the US and Latin America through the strength of our Global US Practice.’

Meanwhile, Dentons has appointed Jeremy Cohen to the role of UKMEA chief executive for a four-year term, succeeding Matthew Jones when he steps down on 15 March.

Cohen, who has been a partner at the firm since 2000, brings management experience gained by having already served on the UKMEA regional board since 2011, and the regional management committee since it was formed in 2014. He also currently leads the UKMEA’s corporate and TMT division and was head of the corporate department in London between 2007-2011.

Elliott Portnoy, Dentons’ global CEO, said, ‘Since our combination almost two years ago, the UKMEA region has been a leading example of the benefits of our strategy – seeing a significant increase in work from our Asia, Canada, Europe and US regions – and it will continue to be key to our firm’s success.’

Cohen added: ‘It is a great privilege to have been appointed as UKMEA CEO at this, a pivotal moment in our firm’s history. I am looking forward to leading our region through the next stage of the firm’s development and ensuring this transformative opportunity is leveraged for the benefit of our clients and, ultimately, us all.’

kathryn.mccann@legalease.co.uk

Legal Business

A £1bn offer: Linklaters, Ashurst and Gibson Dunn win roles on Domino Printing acquisition

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Linklaters, Ashurst and Gibson, Dunn & Crutcher have all landed roles on Japanese electronics company Brother Industries’ acquisition of UK technology company Domino Printing Sciences for £1.03bn.

Under the terms of the offer, the FTSE 250 firm Domino will receive a total of 915 pence in cash for each Domino share held, giving it a total value of £1.03bn – a 26.9% premium to yesterday’s closing price. Citibank is providing a £1.07bn bridging facility to help the Japanese company finance the deal.

Brother Industries’ turned to long-standing advisor Linklaters with corporate partner David Holdsworth leading, while Domino – the developer of inkjet printing and laser printing products – turned to Ashurst’s corporate department, with partner Adrian Clark heading up a team which included competition partner Ross Mackenzie, tax partner Alex Cox and the firm’s head of employee benefits and incentives Paul Randall. Gibson Dunn corporate partner Jonathan Earle provided counsel to Citibank on the cash confirmation aspect of the deal.

The deal continued Linklaters run of success with large acquisitions by Japanese corporates, having also previously acted on the two other public bids made since 2010 which have been over the billion-pound mark in London.

Linklaters’ Holdsworth also led a team advising on Japanese ad giant Dentsu’s acquisition of marketing group Aegis for £3.2bn in 2012 while corporate partner Shane Griffin led on Japanese communications firm NTT’s takeover of Cisco powerhouse Dimension Data for £2.1bn in 2010.

jaishree.kalia@legalease.co.uk

Legal Business

Linklaters suffers blow as US firms hire trio of leading partners

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Linklaters lost a trio of heavyweight partners in February with Milbank, Tweed, Hadley & McCloy and Kirkland & Ellis cherry-picking from the Magic Circle firm.

Milbank built out its projects practice with the hire of two leading projects partners from Linklaters’ London office, Matthew Hagopian and Manzer Ijaz, who count among their clients Glencore, BP and Eni.

Legal Business

Senior appointments: Linklaters picks successor to top finance job as Jim Rice prepares to step down

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Linklaters has appointed longstanding partner and global financial regulation group head Michael Kent as divisional practice head of finance & projects, where he will succeed heavyweight finance and securitisation partner Jim Rice.

Kent’s upcoming role for the firm’s top finance job takes effect from 1 May 2015 when Rice’s term comes to an end. Also a member of the firm’s executive committee, he will continue to advise and support clients alongside his new role.

A solicitor of the Senior Courts of England and Wales, Kent advises a group of banks responsible for overseeing and developing the centralised clearing of swaps and FX products. Key mandates have also included playing a significant role for the administrators of Lehman Brothers International. He has particular experience in advising on market abuse, trading of securities and governance and in advising on regulatory enforcement work for sell and buy side clients, and in relation to acquisitions and reconstructions of banks and broker dealers. 

The finance & projects division comprises banking, capital markets, investment management, financial regulatory, projects, real estate and restructuring & insolvency practices. Its incumbent leader Jim Rice took over the role in 2011 from John Tucker who continues to practise at the firm.

Other management overhauls in recent months by the Magic Circle firm include the appointment of Stuart Bedford as head of corporate for the firm’s London HQ in September after predecessor Sarah Wiggins was made head of client sectors. It further took a partnership vote in November to shrink the international board by four members in an effort to cut down time spent on management.

The firm’s managing partner, Simon Davies, said: ‘Michael has an outstanding track record of advising our banking and investment management clients at the highest level and in connection with the way in which they manage their regulatory and reputational risk. This, together with his leadership qualities, make him an ideal choice to further strengthen our reputation as having one of the world’s leading finance and projects practices.’

sarah.downey@legalease.co.uk

Legal Business

Significant departures: Milbank hires Linklaters’ global energy co-head in double partner hire

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Milbank, Tweed, Hadley & McCloy has hired two leading projects partners from Linklaters‘ London office, Matthew Hagopian and Manzer Ijaz, who count among their clients Glencore, BP and ENI.

Hagopian, who is qualified in English and New York law, is co-head of Linklaters’ global energy sector and also leads the US law energy and project finance practice around the world. He has worked on more than 31 liquefied natural gas (LNG) projects and counts Spanish oil major Repsol and Italian gas giant Eni among his biggest clients.

Ijaz, who has worked closely with Hagopian in building up Linklaters’ client base in the energy sector and is listed as a leading individual for oil and gas in the Legal 500, has advised BP in Angola, Russia and Azerbaijan, and counts the world’s biggest commodities company Glencore as a major client.

Hagopian and Ijaz are two of Linklaters’ longest serving projects partners having both made partner at the Magic Circle firm in 1999. A spokesperson for the firm said: ‘We thank Matthew and Manzer for their contribution and wish them well.’

It is the second time that Milbank has raided Linklaters for top legal talent in the City, following the hire of corporate partner Mark Stamp in May 2012. Legal Business understands that Milbank and Linklaters are still thrashing out the terms of the move, with a joining date still to be confirmed.

Linklaters has been hit by a string of high-profile exits of late, with the protracted exit of its head of M&A real estate team Matthew Elliott to Kirkland & Ellis concluding earlier this month. While Elliott had only made partner in 2010, he had been at Linklaters since 1998 when he joined as a trainee solicitor, and was plugged as one of the firm’s up and coming stars after advising Qatar Investment Authority and Brookfield Property Partners on its £2.6bn bid for Canary Wharf owner Songbird Estates. Linklaters expected to gain up to £5.4m in legal fees for that work.

tom.moore@legalease.co.uk

Legal Business

Dealwatch: Linklaters, HSF and Travers Smith win key roles as Man Group acquisition targets Japan

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Herbert Smith Freehills (HSF) won its first M&A mandate for Man Group, as the hedge fund acquired the investment management business of Mayfair-based NewSmith, with Linklaters and Travers Smith also picking up key roles.

HSF acted for Man Group, the world’s largest listed hedge fund manager, with a team led by corporate partner Mike Flockhart alongside employment partner Tim Leaver. Flockhart said: ‘We have a very good relationship with Man Group, particularly on the funds side, but this is the first M&A transaction we have done for them. Although we did have a role acting as Credit Suisse’s adviser when Man acquired Numeric in 2014.’

He added: ‘The asset management sector is hot at the moment and there is a lot of consolidation. Some transactions are driven by opportunistic factors, some by strategic ambition. Man is obviously in an acquisitive phase at the moment and has completed a number of acquisitions in the last 12 months.’

A Travers Smith team led by senior partner Chris Hale acted for the founding partners of NewSmith, which has $1.2bn funds under management and invests in UK, European and Japanese equities.

The other stakeholder, Japan’s Sumitomo Mitsui Trust Bank, which owns a 40% share of the UK asset manager was represented by Linklaters with M&A and restructuring partner David Holdsworth leading for the firm alongside corporate associate Peter McCabe. The acquisition is expected to complete in the second quarter of 2015, subject to regulatory and other approvals.

In a statement, Luke Ellis, president of Man Group, said: ‘We believe that NewSmith is a highly complementary business for Man GLG. The acquisition brings a new dimension to the firm, including a Japanese hedge fund and an excellent team in Tokyo, as well as adding further scale to our London business.’

This is one of just a number of asset management deals that HSF has acted on recently with Flockhart having also advised Veritas Asset Management and its founders on Affiliated Managers Group’s acquisition of a majority stake, and Keith McDermott and a related family trust on the sale of their stake in Longview Asset Management to Northill Capital.

HSF also recently worked alongside Travers Smith on the £500m IPO of thetrainline.com – Britain’s largest online rail booking company. Travers Smith advised the owner, Exponent Private Equity, while HSF advised Morgan Stanley and JP Morgan.

kathryn.mccann@legalease.co.uk

Legal Business

A broad education: Linklaters renews ULaw partnership with increased focus on business

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After losing two Magic Circle firms as clients, the University of Law has managed to retain Linklaters with the duo announcing a five-year partnership which continues the trend of further integrating business and management modules in courses taken by trainees.

The new course, entitled MSc in Law, Business and Management, was designed with input from the Magic Circle firm and will be taught to all of its trainees but will also be open to all law firms from September 2015. It comprises both an enhanced Legal Practice course and a masters-level business and management qualification.

The move will come as a relief to the university which saw Allen & Overy move away from ULaw and team up with BPP on a business-focused LPC and MA in 2013 while it also lost Clifford Chance as a client to BPP in September last year (2014) when the firm decided to increase the amount of business taught to trainees.

John Latham, chief executive and president of ULaw said: ‘Linklaters has been justifiably exacting in its requirements, and working together we have been able to deliver a market leading proposition that will equip Linklaters trainees for the legal and commercial challenges faced in today’s workplace.’

Linklaters’ global head of learning and development, Wendy Tomlinson, added: ‘We demand the highest standards of our training providers to ensure the next generation of Linklaters trainees have all the key competencies to meet all the outcomes required in a highly competitive and rapidly evolving market.’

michael.west@legalease.co.uk

Legal Business

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

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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

Investing in London: Kirkland hires Linklaters real estate M&A head

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Kirkland & Ellis has hired Linklaters‘ head of real estate M&A Matthew Elliott, who leaves the Magic Circle firm after 17 years, in a bid to boost its private equity offering within the real estate sector.

Elliot previously led Linklaters real estate private equity practice, and primarily has experience advising financial sponsors on real estate investments. Some of his key clients include Cerberus, Ares, PIMCO, TPG, Brookfield, Oaktree, sovereign wealth funds and Canadian funds including PSP and CPPIB. Recent work includes acting on the bid for Canary Wharf-owner Songbird Estates by Qatar Investment Authority and Brookfield Property Partners.

Elliot trained at Linklaters in 1998, and spent time in the firm’s Tokyo office in 1999 and 2000, after which he became an associate. He became a partner in 2004.

Kirkland’s executive committee chairman Jeffrey Hammes said: ‘Matt joins us as one of the top attorneys in his market. His joining is a reflection of our commitment to broadening our strong transactional offering in London. Matt is our first partner in Europe with significant experience in private equity real estate, together with substantial experience in a wide variety of other corporate transactions. He is a great fit for our team.’

The hire comes after the firm announced last month that former Kirkland partner and London head Jim Learner would return as a partner in the firm’s corporate practice.

jaishree.kalia@legalease.co.uk