Legal Business

Dealwatch: US firms line up as Russia’s largest driller prepares exit from London stock exchange

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Dealwatch Skadden, Arps, Slate, Meagher & FlomWillkie Farr & Gallagher
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The management of Eurasia Drilling Company Limited is being advised by US firm Willkie Farr & Gallagher as it prepares to sell to major shareholders and exit the London stock exchange, after Schlumberger gave up on a deal to buy into the company.

Eurasia’s special board committee, which recommended the delisting deal, is being advised by a Willkie Farr team led by partner François Feuillat and associate Matteo Matteucci, while Maples and Calder are representing the committee in the Cayman Islands. Feuillat had acted for the committee in its failed deal with Schlumberger when he was at Vinson & Elkins and the client returned to him after he joined Wilkie Farr in July.  

Skadden, Arps, Slate, Meagher & Flom which had acted for EDC Acquisition Company in the failed Schlumberger deal, reprised their role for the negotiations. Skadden partner Danny Tricot was the lead partner for the buy-out group, which is also being advised by Walkers in the Cayman Islands.

The proposed transaction is a Cayman Islands merger which requires approval from a two-third majority of shareholders, and is expected to be finalised in November.

Feuillat told Legal Business the recent Integra case out of the Cayman courts supports minority shareholders so lawyers took extra care during the process and ensure valuations were done properly, requiring co-operation between the lawyers and financial advisers involved.

Any legal challenge from minority shareholders over the fair value of the company was unlikely to succeed, Feuillat said, because the Integra precedent was followed closely. 

victoria.young@legalease.co.uk

Legal Business

Skadden hires new Paris tax head as Linklaters is served with another partner exit

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Strategic recruitment LinklatersSkadden, Arps, Slate, Meagher & Flom
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Skadden, Arps, Slate, Meagher & Flom is ramping up its Paris offering, having hired Linklaters tax partner Thomas Perrot to head its French tax practice.

The tax specialist will join Skadden in early November in the newly created role of tax head in Paris. The addition takes partner headcount at the Paris office to four. While the current three partners – which includes Paris head Armand Grumberg – focus on M&A, Perrot will lead the firm’s French tax practice that also includes counsel Philippe Derouin.

Perrot focuses on domestic and international M&A-related tax matters for listed and non-listed companies, as well as tax issues in connection with finance and financial instruments. Some of his recent deals at Linklaters included representing LBO France and Médi-Partenaires on its €385m high yield bonds and €60m revolving credit facility; and advising CVC Capital Partners on the acquisition of the Delachaux followed by a takeover bid for the shares held by the public.

He was made a partner at Linklaters in 2012 after joining the Magic Circle firm in 2007 as counsel.

Grumberg said: ‘We are delighted that Thomas is joining us. His in-depth knowledge and experience in complex tax matters is a perfect fit for our office and our different practices, and he will add great value for our clients.’

London-based James Anderson, who heads Skadden’s European tax practice, added: ‘Thomas is very highly regarded within the French and international markets, and is a superb addition to our European tax team at a time of great change in cross-border tax law.’

The hire follows Skadden’s appointment of French M&A and private equity lawyer Olivier Diaz in Paris earlier this year, from local firm Darrois Villey Maillot Brochier where he was co-managing partner.

While Skadden ramps up in Paris, Linklaters, on the other hand, is suffering a series of partner exits from a mix of jurisdictions. Kirkland & Ellis recently hired corporate partner Roger Johnson in what is its fourth partner hire this year from rival Linklaters.

Linklaters’ Asian offering also suffered a blow after Kirkland hired Hong Kong debt finance partner David Irvine earlier this month to boost its Asia business. This followed Linklaters losing finance and energy partner Thomas Ng in April and capital markets partner David Ludwick in March, who both joined rival firm Freshfields Bruckhaus Deringer in Hong Kong, while Davis Polk & Wardwell also hired capital markets partner Jon Gray from the Hong Kong office.

jaishree.kalia@legalease.co.uk

Legal Business

Dealwatch: Sullivan & Cromwell’s City office and CC advise on nearly £6bn worth of deals

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Dealwatch Clifford ChanceLinklatersSkadden, Arps, Slate, Meagher & FlomSullivan & Cromwell
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Sullivan & Cromwell’s City office has been busy this summer winning roles on two headline deals announced yesterday [8 September], working alongside Clifford Chance (CC) on both Cinven’s £2.3bn sale of pharmaceuticals group Amdipharm Mercury Company (AMCo) and advising Goldman Sachs on Mitsui Sumitomo’s £3.5bn Amlin purchase.

The US firm worked alongside CC to advise private equity firm Cinven on the sale of AMCo to Concordia Healthcare for £2.3bn, through a combination of cash, Concordia shares, and a potential; performance-based earnout of £145m over the next 12 months.

Sullivan acted for Concordia with a seven-partner team from London and New York with Vanessa Blackmore, Krishna Veeraraghavan and Matthew Hurd advising on corporate matters; John Estes on finance; Michael McGowan covering tax; Robert Buckholz on securities; and Juan Rodriguez on antitrust matters.

CC represented Cinven when it acquired Amdipharm and Mercury Pharma in 2012 to create AMCo, and has led on all of its five bolt-on acquisitions and related financings. Global private equity head Jonny Myers led CC’s team, alongside antitrust partner Alastair Mordaunt, partner Rod McGillivray on debt financing matters; and Michael Dakin who advised on high yield.

‘This is a major strategic deal for Cinven being the first exit from Fund V plus a major deal in its own right and we are delighted to have supported them,’ said Myers. ‘We have known AMCo throughout the life of Cinven’s investment and have helped Amco’s management and Cinven to execute their buy-and-build strategy with five acquisitions in three years. It is with great pleasure we see AMCo move to the next phase of its development under Concordia’s ownership.’

The two firms also jointly represented Goldman Sachs, who was the lead financial adviser and lender to Mitsui as it became the latest foreign investor to purchase an insurer, buying Amlin for £3.5bn. Sullivan’s head of European M&A Tim Emmerson and corporate partner Ben Perry led out of London.

Skadden, Arps, Slate, Meagher & Flom represented Mitsui with a London-based team including corporate partner Scott Hopkins and Robert Stirling; banking partner Mark Darley; tax partner Tim Sanders; and employment specialist partner Helena Derbyshire; while Simon Baxter advised on competition in Brussels and corporate partner Hiro Kamiya acted in Tokyo. Travers Smith advised Mitsui on employee incentives and real estate aspects of the deal with a team led by partner Mahesh Varia.

Linklaters – who has acted for Amlin since the company was first listed in London in the early 1990s – advised on the deal with a team led by corporate partners Aedamar Comiskey, Nicola Mayo and William Buckley, and employment and incentives partner Gillian Chapman.

jaishree.kalia@legalease.co.uk

Legal Business

Ashurst rebuilds in the City with Skadden’s former global private equity co-head Lascelles

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Strategic recruitment AshurstSkadden, Arps, Slate, Meagher & Flom
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Having lost a string of London-based corporate stars in the last two years, Ashurst is making efforts to enhance its offering once more with the hire of Skadden, Arps, Slate, Meagher & Flom’s former global private equity co-head Shaun Lascelles.

Cited by The Legal 500 as a key figure in the buyout industry, Lascelles specialises in cross-border M&A and private equity and advises a broad range of private equity firms, hedge funds, state-owned investment funds and other investment funds. Lascelles’ team was shortlisted for the Legal Business Private Equity Team of the Year in 2014 for advising BlackRock on the purchase of Credit Suisse’s exchange-traded funds division, giving the client an important footing in Europe.

For Ashurst the recruit counts as a major boost to its City corporate offering after the loss of heavyweights including former head Charlie Geffen, and partners Mark Sperotto, Nigel Stacey and Jonathan Earle for US rival Gibson, Dunn & Crutcher in 2014.

Meanwhile, Skadden’s global private equity practice will continue to be headed by Allison Schneriov. Other changes to its private equity practice include leading City veteran Allan Murray-Jones stepping down from his role as a partner last year and changing to an of counsel role.

Other recent corporate departures from Skadden include, from its German operations, PE partner Matthias Jaletzke, who counts Apax Partners among his clients, and joined Hogan Lovells this summer alongside two other lawyers.

On the recruit of Lascelles, Ashurst’s global corporate head Simon Beddow said: ‘Shaun has first-rate credentials and will be a great addition to the team. He will play an important role in enhancing and consolidating our global private equity offering which remains a core part of our global corporate practice. Shaun’s recruitment follows the recent arrival of David Stammers in Australia and we will continue to add to this resource base to meet global client demand.’

Lascelles added: ‘I am very excited to further develop the firm’s private equity and M&A capability. With private equity firms looking to take advantage of an influx of capital across the industry, helping them to leverage and unlock global opportunities is a key priority for law firms.’

sarah.downey@legalease.co.uk

Legal Business

Dealwatch: Skadden and Freshfields make the news on Pearson’s FT sale

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Corporate Freshfields Bruckhaus DeringerSkadden, Arps, Slate, Meagher & Flom
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Skadden, Arps, Slate, Meagher & Flom and Freshfields Bruckhaus Deringer have both won lead roles advising on Pearson’s £844m sale of the Financial Times.

The publishing group announced today it had agreed to sell the Financial Times Group to Japan’s largest media company, Nikkei, for £844m in cash.

Skadden won its first mandate from Nikkei to work on the deal with a cross-border team of lawyers led by Mitsuhiro Kamiya in Tokyo and M&A partner Scott Hopkins in London. Travers Smith provided support on aspects of English law with a team including pensions partner Philip Stear, Mahesh Varia covering employee incentives and IP specialist Dan Reavil.

Freshfields acted for Pearson with corporate partner Oliver Lazenby leading alongside Simon Marchant. The duo previously advised the publisher on the combination between its Penguin and Random House, as well as its disposal of Mergermarket Group. Herbert Smith Freehills acted for Pearson on UK real estate matters, with a team led by Alice Dockar.

The deal involves the FT newspaper, FT.com, How to Spend, The Banker and Investors Chronicle, but not the FT Group’s London headquarters at One Southwark Bridge and Pearson’s 50% stake in The Economist Group.

The the 127-year old newspaper currently has a circulation of 737,000 with 70% of that coming from digital sources. John Fallon, Pearson’s chief executive, said: ‘Pearson has been a proud proprietor of the FT for nearly 60 years. But we’ve reached an inflection point in media, driven by the explosive growth of mobile and social. In this new environment, the best way to ensure the FT’s journalistic and commercial success is for it to be part of a global, digital news company.’

jaishree.kalia@legalease.co.uk

Legal Business

Life during law: Mark Darley, Skadden, Arps, Slate, Meagher & Flom

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Life During Law Skadden, Arps, Slate, Meagher & Flom
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The lift bank on my floor is the perfect length for a cricket pitch. My son’s old school cricket bat gets used and at 10pm it can be dangerous, as there is quite possibly a golf ball being chipped down the corridor. I have a number of dents outside my office. There is some valuable artwork on that wall, but nobody’s succeeded in hitting it yet.

I trained at Simpson Curtis in Leeds in the early 1980s, because I swore I would never come down to London. I just wasn’t going to come down to this nasty part of the world where it was a case of one-up-over-the-Joneses.

Legal Business

Hogan Lovells expands Frankfurt office with senior Skadden PE partner Jaletzke and lawyer duo

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Strategic recruitment Hogan LovellsSkadden, Arps, Slate, Meagher & Flom
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Hogan Lovells has bolstered its German operations with senior corporate partner Matthias Jaletzke, who counts Apax Partners among his clients, joining the firm from Skadden, Arps, Slate, Meagher & Flom alongside two other lawyers.

Described by The Legal 500 as having ‘a good transactional approach’, M&A lawyer Jaletzke advises both corporates and private equity (PE) houses. He is joined by European counsel Hanns Joerg Herwig and a corporate associate.

In particular Frankfurt-based Jaletzke has been a longstanding adviser to Apax Partners, which raised the largest European PE fund, at €11.2bn, in 2007. He advised on the PE house’s acquisition, subsequent IPO, and $420m sale of Versatel Group to KKR last year; as well as the €920m sale of a majority stake in IFCO Systems to Brambles in 2010; and its €1.6bn acquisition of the Tommy Hilfiger Group in 2005. Other key clients include Quadriga Capital, Bregal Capital and Odewald & Compagnie.

It is understood Hogan Lovells voted on the recruitment of Jaletzke this week and he is expected to start at the firm on 1 July.

Jaletzke’s exit from Skadden follows the departure of fellow private equity partners, Frankfurt-based Peter Veranneman and Munich-based Walter Henle, who last year moved to Bird & Bird and Taylor Wessing respectively.

The trio join Hogan Lovells’ German practice, which is considered particularly strong in commercial litigation, venture capital, and IP-related issues. The firm did, however, take a knock in 2013 with the departure of a 30-lawyer (nine-partner) team to Morrison & Foerster, constituting its entire partnership ranks in Berlin.

David Gibbons, global head of Hogan Lovells’ corporate practice, said: ‘Matthias is one of the leading private equity lawyers in the German market and we are delighted to welcome him to Hogan Lovells. Having Matthias as part of our team adds significant additional weight to our capabilities in Frankfurt, and is a clear indication of our drive to continue to grow our offering in the German market, which we regard as a key area of growth and investment.’

sarah.downey@legalease.co.uk

Legal Business

Dealwatch: Skadden, Sullivan & Cromwell and Latham act on Nokia’s €15.6bn Alcatel-Lucent takeover

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Corporate Latham & WatkinsSkadden, Arps, Slate, Meagher & FlomSullivan & Cromwell
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US firms Skadden, Arps, Slate, Meagher & Flom and Sullivan & Cromwell have advised on Nokia’s plans to take over Alcatel-Lucent in a transaction that values the French rival at €15.6bn.

Announced today (15 April), Skadden is advising Nokia on the tie-up with a team led by London-based global transactions co-head Scott Simpson; Paris-based Armand Grumberg, who heads the firm’s European M&A practice; and London corporate partner Michal Berkner. The cross-border team further includes partners Ryan Junck, Jose Esteves, Fred Depoortere, Steve Sunshine, Matthew Hendrickson, Ivan Schlager and Peter Huang.

Meanwhile, Sullivan & Cromwell partners Rich Morrissey and Gauthier Blanluet are jointly leading for Alcatel. Based in London and Paris respectively, the pair advised alongside London partners Juan Rodriquez and Joram Lietaerte Peerbolt, Palo Alto partner Nader Mousavi and Steve Holley in New York. Alcatel’s board was advised by Latham & Watkins’ Paris partners Patrick Laporte and Pierre-Louis Clero.

The deal, which has already received the French government’s approval, sees Nokia make an offer of 0.55 new Nokia shares for every Alcatel-Lucent share issued in France and the US.

Alcatel-Lucent chief executive Michel Combes said in a statement: ‘A combination of Nokia and Alcatel-Lucent will offer a unique opportunity to create a European champion and global leader in ultra-broadband, IP networking and cloud applications. This transaction comes at the right time to strengthen the European technology industry. The global scale and footprint of the new company will reinforce its presence in the United States and China.’

The proposed transaction, which is expected to close in the first half of 2016, is subject to approval by Nokia’s shareholders, plus other regulatory approvals and conditions.

sarah.downey@legalease.co.uk

Legal Business

Partner promotions: Skadden makes up one in London from 15-strong round

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Partnership promotions Skadden, Arps, Slate, Meagher & Flom
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Skadden, Arps, Slate, Meagher & Flom has increased its promotions round again with 15 new partners being made up though it sees just one being brought up through the ranks in London.

International arbitration and litigation lawyer David Edwards arrival will take the firm’s City disputes practice’s headcount to 30 partners. His work has included acting for AAR in its dispute with BP over the oil major’s attempt to form a US$16bn alliance with Rosneft and Vivendi Universal in a dispute with T-Mobile.

Both Sao Paulo and Hong Kong, also saw one lawyer made up with the majority of promotions taking place in the US with seven in New York, and one each in Houston, Chicago, Washington DC, Palo Alto and Boston. By practice area, the promotions were spread across various groups including corporate, corporate finance, tax, IP and technology, and government enforcement and white collar.

London office head Pranav Trivedi said: ‘We are delighted to welcome David to the partnership. His track record in major disputes in recent years is extremely impressive, and he has played a key role in developing our arbitration practice to its current position as one of the best in the world.’

The firm promoted eleven lawyers to the partnership in April 2014, and that time also made up just one lawyer in the City. In 2013, only three were made up.

jaishree.kalia@legalease.co.uk

Legal Business

A £4.3bn deal: Skadden and Freshfields take lead roles on Rexam takeover

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Corporate Freshfields Bruckhaus DeringerSkadden, Arps, Slate, Meagher & FlomSlaughter and May
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Skadden, Arps, Slate, Meagher & Flom and Freshfields Bruckhaus Deringer have advised two of the world’s largest beverage can makers on an acquisition worth £4.3bn as Rexam agreed an offer from Ball Corporation.

The acquisition continued the trend of US companies seeking investment opportunities in the UK, with leading British manufacturer Rexam, which boasts clients including Coca-Cola, Red Bull and Heineken, agreeing to be acquired by Colorado-based Ball Corporation for £4.3bn.

Ball, which generated £5.6bn in revenue in 2014, turned to a Skadden team on the deal including London partners Clive Wells in banking, Michael Hatchard for M&A, Scott Hopkins in corporate, and Tim Sanders in tax, alongside Chicago-based M&A partners Charles Mulaney and Shilpi Gupta, and banking partners Seth Jacobson and Lynn McGovern. The team was also supported by Hal Hicks in Washington for tax issues and Joseph Yaffe out of Palo Alto for executive compensation and benefit concerns.

Meanwhile, Slaughter and May picked up the mandate to provide EU competition advice to Ball with a team including partners John Boyce, Claire Jeffs and Jordan Ellison.

Freshfields acted for London-headquartered Rexham led by corporate partners David Sonter and Julian Long, and competition and antitrust partners John Davies and Martin McElwee, all based in the City. The company has 55 can making plants across 20 countries and in the year ending 31 December 2014 generated sales of £3.8bn.

Under the terms of the offer, Rexam ordinary shareholders will be receive 407 pence in cash for each share held and 0.04568 of a new Ball share.

Earlier this week, Shearman & Sterling; Slaughter and May; Paul, Weiss, Rifkind, Wharton & Garrison; and Sullivan & Cromwell all landed roles advising on Canadian insurance group Fairfax’s £1.2bn takeover of specialty insurer Brit as the group looked to boost its presence in the City.

jaishree.kalia@legalease.co.uk