Legal Business

Simpson Thacher and CC act on $12.2bn real estate sale of Logicor to CIC

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Simpson Thacher & Bartlett and Clifford Chance (CC) have advised Blackstone and China Investment Corporation (CIC) respectively, as Blackstone announced the $12.2bn sale of its pan-European logistics company Logicor to CIC.

Simpson Thacher advised real estate investor Blackstone, with a team led by corporate partners Wheatly MacNamara and Adam Signy in London. CC acted for CIC, with global co-head of real estate Adrian Levy and corporate partner Nigel Wellings leading.

Developed through 50 different acquisitions, Logicor owns and operates a portfolio of high-quality logistics assets, totaling 147 million square feet in 17 countries. Over 70% of these are located in the UK, Germany, France and Southern Europe, along the major transport corridors and close to key cities, to follow a shift in demand driven by online sales.

US private equity house Blackstone manages approximately $102bn in investor capital, while CIC is headquartered in Beijing with registered share capital of $200bn.

Clifford Chance’s global co-head of real estate sector Adrian Levy led the team, with support from partners Nigel Wellings, Alis Pay, Catherine Cook, David Saleh and Barry O’Shea.

This March, Simpson Thacher advised on a separate Blackstone and M7 real estate venture to acquire Hansteen’s continental European properties.

Simpson Thacher’s Macnamara also led on Blackstone’s acquisition of the real estate assets of GE Capital, in a deal valued at approximately $23bn, alongside Wells Fargo. She also led when acting on Blackstone’s €6bn acquisition and financing of over six million square feet of logistics assets in Europe. Both deals took place in 2015.

Last December, Simpson Thacher advised Blackstone on the purchase of Solvay’s cigarette filter business Acetow to private equity group Blackstone, for around €1bn.

Equally, in 2012 CC acted for CIC on the purchase of a 10 per cent stake in Heathrow Airport.

Earlier that year, when CIC bought a stake in Thames Water’s parent company Kemble Water, it turned to Linklaters for advice.

The deal is expected to close later this year.

Georgiana.Tudor@legalease.co.uk

Legal Business

‘Time to pass the baton’: Glover becomes Simpson Thacher City head as Connolly steps down at Mayer Brown

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Simpson Thacher & Bartlett‘s London managing partner Gregory Conway has stepped down from his role after 10 years of leading the practice in favour of private funds partner Jason Glover, while litigator Sally Davies has been named Sean Connolly’s replacement as senior partner at the City office of Mayer Brown.

Conway left the role in the end of March and is expected to remain a partner at the firm, while Glover will become the first non-US managing partner of the London office.

Glover, who joined Simpson Thacher in 2010 from Clifford Chance, has led Simpson Thatcher’s funds practice in Europe, for clients including Actis, Apax, BC Partners, Bridgepoint, Cinven, Coller Capital, CVC and EQT.

Conway was appointed the US firm’s London head in 2007 after former UK chief Walter Looney returned to the New York headquarters, also after 10 years at the helm.

Commenting on his appointment, Glover (pictured) said: ‘Greg felt that having done it for 10 years and having had incredible success in growing the practice, it’s probably time to pass on the baton.’

‘We’re not very big on titles and roles,’ he added.

Simpson Thacher made a rare London hire at the end of last year, taking on Freshfields Bruckhaus Deringer partner Ben Spiers to boost its M&A practice. Widely tipped as a potential successor to heavyweight Adam Signy, Spiers’ practice focuses on the TMT sector. The hire of Spiers was Simpson’s first London lateral hire since the firm hired high yield star Gil Strauss from Weil, Gotshal & Manges in 2014.

Meanwhile, Mayer Brown also announced today (19 May) that litigation partner Sally Davies has been appointed London senior partner for a five-year term beginning on 1 July. She succeeds Sean Connolly, who steps down after 10 years in the role.

Davies joined Mayer Brown as a trainee in 1992 and was made a partner in 2001. In addition to her appointment as senior partner, Davies was recently elected to serve on the firm’s global partnership board. Connolly will continue as a partner in the firm’s litigation practice, where he advises on multi-jurisdictional disputes.

georgiana.tudor@legalease.co.uk

Legal Business

Paul Weiss makes rare London hire in blow to Simpson Thacher’s corporate department

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Strategic recruitment Paul, Weiss, Rifkind, Wharton & GarrisonSimpson Thacher & Bartlett

In a rare lateral move for the US firm, Paul, Weiss, Rifkind, Wharton & Garrison is to appoint Simpson Thacher & Bartlett corporate partner Alvaro Membrillera.

Membrillera has been at Simpson Thacher since 2001. His practice focuses on private equity mergers and acquisitions and high-yield offerings for both underwriters and private equity sponsors in Europe and Latin America. Membrillera’s clients have included KKR, The Blackstone Group, Spanish multi-national engineering company Gestamp and Palace Entertainment. Originally from Spain, Membrillera is both US and Spanish qualified.

He will join Paul Weiss’ two London-based partners, capital markets partner Mark Bergman and corporate partner David Lakhdhir. The disputes leader has historically had a small London base, focused on core corporate practice areas and serving as a European platform for its litigation department.

In April last year, Paul Weiss made headlines with the eye-catching hire of Cravath, Swaine & Moore partner Scott Barshay in its New York office. One of the most prominent M&A lawyers in the US, key deals include advising 3G Capital and HJ Heinz in the $60bn Kraft-Heinz merger; Anheuser-Busch InBev in its $107bn acquisition of SABMiller; advising Cameron International in its $15bn sale to Schlumberger and acting for Honeywell in its $90bn proposal to acquire United Technologies.

Meanwhile, Simpson Thacher made a rare London hire at the end of last year, taking on Freshfields Bruckhaus Deringer partner Ben Spiers to boost its M&A practice. Widely tipped as a potential successor to heavyweight Adam Signy, Spiers’ practice focuses on the TMT sector.

Speirs’ recent mandates include advising Hewlett-Packard Enterprises on the sale of its software business for $8.8bn to UK tech firm Micro Focus, and acting for SoftBank on its £23.4bn deal to acquire UK tech flagbearer ARM Holdings.

madeleine.farman@legalease.co.uk

Legal Business

Simpson and Latham in the driver’s seat as Aston Martin launches £530m two-part high-yield bond

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Finance Latham & WatkinsSimpson Thacher & Bartlett

Simpson, Thacher & Bartlett and Latham & Watkins have taken lead roles as Aston Martin has launched a new high-yield bond for £530m equivalent, as the car manufacturer moves to expand its range of vehicles in order to boost profitability.

Simpson US securities partner Gil Strauss is understood to have acted for Aston Martin, holding on to the client despite moving several firms in the last six years.

Executives met investors in the City earlier this week, before travelling to New York to continue marketing the mix of sterling high-yield debt and at least $400m in senior secured notes. Pricing is expected on Friday, with a 7% yield indicated.

Strauss moved to Freshfields Bruckhaus Deringer in 2010 after being of counsel at Simpson. He stayed with the Magic Circle firm for three years, before moving to Weil, Gotshal & Manges near the end of 2012. He returned to Simpson as a full equity partner in 2014.

For Latham, Milan-based corporate finance partner Jeff Lawlis led on the transaction, representing the underwriters JPMorgan, Deutsche Bank, Goldman Sachs as global coordinators, and Bank of America Merrill Lynch, HSBC, Morgan Stanley, Standard Chartered and UniCredit as bookrunners.

Strauss advised for Freshfields when it advised among a raft of firms on Aston Martin’s £304m high-yield bond offering back in June 2011, which saw notes listed on the Luxembourg Stock Exchange and the creation of a £30m revolving credit facility.

Nabarro, Freshfields and Dickson Minto had lead roles when Italian private equity firm Investindustrial acquired 37.5% of the luxury British car manufacturer in 2012.

Latham and Simpson both refused to comment.

georgiana.tudor@legalease.co.uk

Legal Business

US bonuses: Simpson and Davis Polk match Cravath rewards of up to $100,000 for associates

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Salaries Cravath, Swaine & MooreDavis Polk & WardwellSimpson Thacher & Bartlett
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Leading Wall Street firms have begun announcing their 2016 year-end associate bonuses with Cravath, Swaine & Moore leading the way again on rewards with other Manhattan firms following suit.

According to Above the Law, Cravath associates were told their year-end bonuses on Monday afternoon (27 November). Newly qualified associates in 2016 and 2015 will receive $15,000.

The bonus scale means 2014 associates will receive $25,000, 2013 will receive $50,000, while associates from 2009 will earn up to $100,000 in bonuses. The scale remains on a par with last years’ US bonuses.

After Cravath announced its new bonus round, Simpson Thacher & Bartlett and Davis Polk & Wardwell both matched their New York rival.

This summer saw a US pay war launched as leading firms rushed to match the $180,000 on offer for Cravath’s new associates. The firm boosted pay for the first time since 2007 in a move that saw first year associates take home an extra $20,000.

A host of US firms followed suit, including Milbank, Tweed, Hadley & McCloy; Paul Weiss, Rifkind, Wharton & Garrison; and Weil Gotshal & Manges.

Magic Circle firms were also pushed to compete with US rivals on the latest pay scale, as Freshfields Bruckhaus Deringer and Clifford Chance both bringing up the salaries for US-based associates, bringing it in line with the $180,000 pay scale.

Last year in the UK, Slaughter and May upped the ante for bonus levels amid fierce competition from US players. Slaughters lifted bonuses between 9% and 16%, allowing high-performing junior lawyers to take home an extra £15,000.

matthew.field@legalease.co.uk

Legal Business

US partner promotions: Weil and Simpson Thacher promote two each in London

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Partnership promotions Simpson Thacher & BartlettWeil, Gotshal & Manges
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Weil, Gotshal & Manges and Simpson Thacher & Bartlett have both promoted two new London partners in their latest partnership rounds. Weil made up 13 across the firm while there were promotions 11 at Simpson Thatcher.

Simpson Thacher increased this year’s round by 22% overall, but promoted one fewer partner in London than last year, whilst Weil increased its round by 63% and also promoted one fewer in the City.

New York-based Weil added James Sargent and Nitin Konchady as partners in London. Sargent is in the private funds practice and specialises in advising fund managers in the UK, Europe and globally and counts Hastings Fund Management, InfraRed Capital and Castleforge Partners among his clients.

Konchady joins the banking & finance practice and is a member of the European high yield team. Significant deals include advising on the bridge and bond financing of Hellman & Friedman’s acquisition of TeamSystem, an Italian software firm and the bridge and bond financing of the acquisition by HomeVi (a PAI Partners portfolio company).

Fellow US firm Simpson Thacher strengthened its City bench with Shahpur Kabraji and Tom Lloyd, both in the banking and credit practice. Kabraji focuses on domestic and cross-border syndicated credit, acquisition finance and other leveraged finance transactions, and Lloyd advises clients on credit transactions and financial instruments, as well as cross-border finance issues with a focus on sponsor-driven real estate investments.

Simpson Thacher also made up seven partners in New York across a variety of practice areas, one in Washington DC and one in Hong Kong. Weil promoted across 11 offices around the world including four in New York, one in Frankfurt, one in Princeton, two in Washington DC, one in Dallas, one in Boston and one in Silicon Valley.

Last month, Wall Street leader Simpson Thacher made a high-profile London hire after recruiting Freshfields Bruckhaus Deringer partner Ben Spiers to boost its M&A practice, while Weil landed Herbert Smith Freehills’ London head of private equity James MacArthur in May this year as the US firm looks to ramp up its infrastructure coverage in the City.

All partnership promotions are effective 1 January 2017.

georgiana.tudor@legalease.co.uk

London partner promotions:

Simpson Thacher

Shahpur Kabraji – banking and credit practice, London

Tom Lloyd – banking and credit & real estate practices, London

Weil, Gotshal & Manges

Nitin Konchady – banking & finance practice, London

James Sargent- private funds practice, London

Legal Business

Simpson Thacher taps Freshfields for M&A heavyweight Spiers

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Strategic recruitment Freshfields Bruckhaus DeringerSimpson Thacher & Bartlett
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Wall Street leader Simpson Thacher & Bartlett has made a rare London hire after recruiting high-profile Freshfields Bruckhaus Deringer partner Ben Spiers to boost its M&A practice.

Spiers’ practice focuses on public and private mergers and acquisitions, securities and corporate restructurings, particularly within the TMT sector. Recent mandates include advising Hewlett-Packard Enterprises on the sale of its software business for $8.8bn to UK tech firm Micro Focus, and acting for SoftBank this summer on its £23.4bn deal to acquire UK tech flagbearer ARM Holdings, the largest public M&A deal in the UK in 2016 so far.

Spiers, who spent five years heading up Freshfields’ TMT group, also served as relationship partner for Air Products, Hewlett-Packard, BT, MTN and Smith & Nephew, while other clients include Sony, Motability Operations, Axel Springer, Morgan Stanley and FMC Corporation. He spent two periods on secondment during his time at the Magic Circle law firm: the first to Hewlett-Packard in Palo Alto and the second, as a partner, to Morgan Stanley’s UK investment banking division.

Despite generally avoiding the level of departures seen by many peers, Freshfields has seen a number of notable partner departures in the last 12 months from its international offices. In April a four-partner Paris team including employment head Emmanuel Benard departed for US firm Orrick, Herrington & Sutcliffe, while New York based executive partner Michael Lacovara quit for Latham & Watkins in June.

The appointment comes amid a period of explosive UK growth for Simpson Thacher, which has built up a profitable business around the firm’s core private equity and funds clients in the City. The firm’s 17-partner London practice now generates over £100m.

Bill Dougherty, chair of Simpson Thacher’s executive committee, said: ‘Ben is one of England’s leading M&A lawyers. His skills and experience will be of great benefit to our clients in the UK, continental Europe and globally.’

Spiers said: ‘My career at Freshfields has been hugely rewarding and varied, acting for great clients alongside first class lawyers. However, joining Simpson Thacher is a unique opportunity and one I am looking forward to immensely.’

sarah.downey@legalease.co.uk

See ‘Global London: The Barbarians storming the gate of City deal work’ for more on the UK corporate ambitions of Simpson Thacher and its Wall Street peers. (£)

Legal Business

US firms take roles as Melrose becomes first post-Brexit acquirer with $2.81bn Nortek purchase

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Corporate Simpson Thacher & BartlettWeil, Gotshal & Manges
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In a post-Brexit referendum takeover which has seen turnaround group Melrose’s shares soar, Simpson Thacher & Bartlett and Weil, Gotshal & Manges have secured advisory roles as Melrose purchases US ventilation manufacturer Nortek in a deal worth $2.81bn.

In the first transaction after the referendum with a UK acquirer, Melrose will acquire the manufacturing business, which has more than 90% of its turnover in North America.

Turning to its long-time adviser, Simpson Thacher guided Melrose through the acquisition while Weil acted as legal counsel to Nortek.

Melrose had been on the lookout for new businesses to acquire following its purchase of Elster Group, which Simpson Thacher also advised the buyout group on. German Gas, electricity and water meter manufacturer Elster, advised by Allen & Overy, was sold for £3.3bn to American international conglomerate Honeywell last year.

Other mandates which Simpson Thacher has led on include acting for Melrose in 2011 on its contested public offer for Charter International, which Melrose eventually pulled out of.

Weil’s team on the deal includes US corporate partners Frederick Green and Michael Francies, with public company advice from Lyuba Goltser. Also advising from New York are partners Paul Wessel, Marc Silberberg and Charan Sandhu. Banking and finance partner Chris McLaughlin acted on the deal from London.

Earlier this year Weil had advised the Nortek as it faced a class action alleging defects in its products, which was thrown out by a Florida judge.

Alongside Weil and Simpson Thacher, Nomura International, JP Morgan Cazenove and Bank of America Merrill Lynch also advised Melrose on the deal while Barclays, Citi and RBC Capital Markets advised Nortek.

madeleine.farman@legalease.co.uk

Legal Business

US firms Simpson Thacher and Wilson Sonsini connect for Microsoft’s $26.2bn LinkedIn purchase

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Corporate Simpson Thacher & BartlettWilson Sonsini Goodrich & Rosati
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Simpson Thacher & Bartlett and Wilson Sonsini Goodrich & Rosati have advised on Microsoft’s acquisition of professional social network LinkedIn for $26.2bn.

The deal, confirmed today (13 June), represents one of the largest in Microsoft’s history. Following its announcement this afternoon, LinkedIn’s share price was boosted by around 50%. Microsoft acquired LinkedIn for $196 per share. The tech firm said LinkedIn’s chief executive Jeff Weiner would remain in his position, reporting to Satya Nadella, chief executive of Microsoft.

Leading advisers for Microsoft were Simpson Thacher’s co-head of M&A Alan Kline and partner Anthony Vernace.

Other partners on the deal included employment partner Gregory Grogan, IP partner Lori Lesser, tax partner Jonathan and Goldstein derivatives partner Joyce Xu, who are all based in New York. Finance partner Bill Brentani also advised out of Palo Alto.

Kline has represented Microsoft on three marquee deals, its $7.2bn purchase of Nokia’s phone business in 2013, its $8.5bn acquisition of video calling service Skype in 2011 and its investment in Barnes & Noble’s Nook business back in 2012.

Wilson Sonsini’s team acting for LinkedIn included M&A head Martin Korman alongside partners Brad Finkelstein, Katharine Martin and Doug Schnell.

The Wilson Sonsini’s team also included partners Selwyn Goldbery and TJ Graham on technology, partners John Aguirre and Scott McCall on employee benefits, and partners Elizabeth Pterson and Boris Feldman on litigation who provided litigation advice. Further Wilson Sonsini partners also provided advice on regulatory, tax, data protection, real estate, finance and governance aspects of the transaction.

Wilson Sonsini acted for the networking site in 2014 when it entered an agreement to buy marketing firm Bizo for $175m, and also in July of that year when LinkedIn purchased Newsle, a social media alerts service for an undisclosed sum.

Microsoft was previously advised by Linklaters on its $2.5bn deal for the online video game Minecraft in 2014.

matthew.field@legalease.co.uk

Legal Business

Simpson Thacher tops first quarter global deal tables, as Davis Polk dominates Europe

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Despite a looming Brexit referendum swaying levels of transactional activity, certain law firms are enjoying a healthy pipeline of deals with Simpson Thacher & Bartlett emerging on top for global M&A deal value in Q1 2016.

According to Dealogic data, the firm worked on $101bn worth of deals at announcement, a total of 26, constituting 13% of market share. Major mandates under its belt include advising on China National Chemical Corp’s $43bn bid for Swiss seeds and pesticides group Syngenta, in what will be the largest ever acquisition by a Chinese firm; and acting on the $16.5bn merger of industrial company Johnson Controls and security provider Tyco.

While M&A rankings are notoriously hard to interpret, with US securities and secondary roles typically inflating the position of non-European law firms, such figures support the argument that US-bred advisers are steadily pushing into premium deal work in the region.

Other firms to appear in the global top ten for the first quarter included Davis Polk & Wardwell in third place with $77bn worth of deals, Jones Day in fifth with $57bn, and Freshfields Bruckhaus Deringer with $49bn worth of deals.

For European M&A lawyer rankings, US firm Davis Polk & Wardwell took the lion’s share with $59bn worth of deals, followed by Fangda Partners at $51bn, Homburger in third at $50bn, Simpson Thacher in fourth at just under $50bn. Magic Circle firms Freshfields and Allen & Overy placed seventh and ninth respectively while Weil Gotshal & Manges took the tenth spot with $12bn worth of deals.

For US M&A rankings Simpson Thacher also came top, with $51bn worth of deals, a total of 17, and marking 16% of market share. Jones Day came second with deals valuing at $47bn, a total of 81, and constituting 14% of market share. Other firms in the top ten included Weil Gotshal in third, Wachtell Lipton Rosen & Katz in fourth, and Kirkland & Ellis in fifth place.

On European activity levels, Weil Gotshal co-head of private equity Marco Compagnoni told Legal Business: ‘It started slow in the New Year and then picked up towards February and March. Activity levels have been good but are taking a lot longer to do. I can’t work out the effect of Brexit on people’s minds. When you talk to people I think they assume it’s not going to happen – but when they’re looking for reasons not to do something, it hangs in the air.’

‘There’s not much about of your classic UK buy out – there’s loads of deals being done in the Baltics or Italy – a lot of interest in privatisation and transactions involving public companies. We’re getting a lot of inquiries about that. How sustainable that will be? I don’t have a lot of visibility to feel raging confidence. Not a huge amount of activity in industrials but a lot of stuff in financial services and TMT.’

sarah.downey@legalease.co.uk

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