Legal Business

Linklaters takes Bovis mandate from Freshfields as Slaughters and Camerons line up on builders takeover talks

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LinklatersSlaughter and May

Linklaters has won a mandate to lead takeover defence for FTSE 250 housebuilder Bovis Homes, advising on merger bids from two rivals, with CMS Cameron McKenna advising prospective buyer Galliford Try. The negotiations saw regular Bovis adviser Freshfields Bruckhaus Deringer lose out on the mandate to its Magic Circle rival.

A team led by Linklaters partners Nick Garland and Iain Fenn acted for Bovis, which had previously turned to Freshfields for its advice and lists the firm as its main adviser in its annual report to investors.

Linklaters’ appointment saw its regular client Redrow, the other bidder for Bovis, turn to Slaughter and May for advice. Slaughters’ advice was led by Martin Hattrell with support from partners Sally Wokes, Ed Fife, Bertrand Louveaux and  Dominic Robertson.

Camerons head of equity capital markets Gary Green and corporate partner James Parkes advised Galliford Try in its takeover attempt which would have created a UK housebuilder with a market value of £2.5bn. The firm has advised Galliford Try on several key mandates including the housebuilders’ £125m rights issue back in 2009, its £108m takeover of Linden Homes in 2007, and the acquisitions of Chartdale and Morrison Construction.

Bovis confirmed on 12 March that it had received written preliminary merger proposals from Galliford Try and  Redrow, but had rejected both as they did not ‘reflect the underlying value of the Bovis business’.

A deadline was set of 9 April for further bids, however Redrow did not proceed with a further offer and Galliford Try pulled out of talks earlier this week.

While the domestic merger fell through, Linklaters has also seen UK deal work in its recent mandate advising Amec Foster Wheeler on its £2.2bn takeover by Wood Group, which was advised by Slaughter and May.

matthew.field@legalease.co.uk

Read more in: ‘The M&A Report’

Legal Business

A&O and CC take spots as Bradford & Bingley loans sold by Slaughters Treasury client

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Finance Allen & OveryClifford ChanceSlaughter and May

Slaughter and May, Allen & Overy (A&O), Clifford Chance (CC) have all picked up advisory roles in the UK government’s £11.8bn sale of buy-to-let mortgages from failed lender Bradford & Bingley.

Slaughters is advising Treasury entity UK Asset Resolution (UKAR), with a team led by finance partner Guy O’Keefe (pictured) and corporate partner Craig Cleaver.

Cleary Gottlieb Steen & Hamilton was also special US counsel, advising UKAR alongside Slaughters, with a team led by international capital markets partner Pierre-Marie Boury in London.

A&O and CC are advising the buyers, Blackstone and Prudential, respectively. CC’s team is led by structured debt partner Maggie Zhao alongside M&A partner Hilary Evenett.

The government took control of the failed bank’s £50bn loan book back in 2008,  while Bradford & Bingley’s £20bn savings unit and branches were bought by Santander bank.

Slaughters advised UKAR in 2008 when a large proportion of Bradford & Bingley’s portfolio was rescued, while Cleary Gottlieb Steen & Hamilton and Linklaters advised private equity company TPG on its acquisition during Bradford & Bingley’s collapse.

Slaughters and Linklaters also landed major roles in 2015 advising on the government’s record-breaking £13bn sale of former Northern Rock mortgages during the financial crisis.

Separately, Slaughters also acted for UKAR when the government sold a £13bn asset portfolio to Cerberus Capital Management in 2015.

georgiana.tudor@legalease.co.uk

Legal Business

Slaughters takes 5% stake in Luminance as firms commit to legal AI

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Legal tech Slaughter and May

While there has been no shortage of firms announcing partnerships with legal AI providers, Slaughter and May has gone a step further and taken a 5% stake in Luminance, the due diligence AI supported by tech billionaire Mike Lynch.

Slaughters 5% stake in the AI company, which could be worth more than $1m following Luminance’s latest funding round which saw the tech company claim a valuation of $20m. Luminance reached the valuation following backing from Lynch’s firm Invoke Capital and further funding in December last year from Talis Capital.

Partners at Slaughters were given a share of the business as part of their work developing the product.

Marketing material from Slaughters states that the M&A technology was ‘the ideal initial area for Slaughter and May to invest in an artificial intelligence system’.

A spokesperson said: ‘Slaughter and May has invested substantial amount of intellectual capital into Luminance and has played a major part in its creation and development. In return, the firm’s partners have been given a small equity stake in Luminance Technologies Limited, the company which owns the Luminance software. We are always open about this, whether in reference calls with potential purchasers of Luminance or in more formal written documentation.’

Bird & Bird advised Luminance on its incorporation and subsequent allotment of shares.

Others in the Magic Circle have been actively developing partnerships with AI firms. Linklaters recently developed an AI product with Eigen Technologies, a tech firm founded by former senior strategic adviser to the firm Lewis Liu.

Meanwhile, Allen & Overy has launched an initiative to court closer links with technology companies through its ‘Fuse’ technology incubator, to work with legal tech startups developing regulatory and deal technology.

And global firm Baker McKenzie has entered a global agreement to use real estate AI due diligence tool Leverton in the review of lease agreements, the latest firm to sign up to the software after Freshfields Bruckhaus Deringer and Clifford Chance went public with the tool.

matthew.field@legalease.co.uk

Read more in: ‘The arms race – City rivals ramp up AI tech for the battles ahead’

 

Legal Business

City elite reduce partnership rounds as Slaughters makes up seven and Macfarlanes three

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Partnership promotions MacfarlanesSlaughter and May

After making its first ever lateral hire in London last month, Slaughter and May has strengthened its London bench with five new partners, including three women. Macfarlanes also made up three partners in the City earlier this week.

In its partnership round announced by the Magic Circle firm today (30 March), Slaughters added seven across London, Brussels and Hong Kong. The firm made up three fewer than last year, but more than the four it promoted in 2015.

The new Slaughters partners join across five practice areas. The cohort includes Duncan Blaikie as a new IP partner, Christian Boney and Filippo de Falco in corporate, Susan Hughes in financing, Phil Linnard in pensions and employment. Outside of London Kerry O’Connell and Natalie Yeung were made up in competition, in Brussels and Hong Kong respectively.

Slaughters senior partner Steve Cooke (pictured) said: ‘The fact that we have promoted lawyers from a broad spread of practice areas reflects the underlying strength of our firm.’

Meanwhile, Macfarlanes announced Richard Burrows (mergers & acquisitions), Jeremy Moncrieff (tax) and Sarah Ward (banking & finance) are to become partners on 1 May. This year Macfarlanes promoted half of last year’s promotions round, when it made up six as new partners.

Charles Martin, Macfarlanes senior partner said: ‘In a market that is tough and likely to get tougher the commitment of highly talented young partners to driving forward their respective practice areas is of critical importance. We are confident that these three lawyers will each play an important part in the future success of the firm.’

georgiana.tudor@legalease.co.uk

Slaughter and May promotions in full:

Duncan Blaikie, IP/IT

Christian Boney, corporate

Filippo de Falco, corporate

Susan Hughes, financing

Phil Linnard, pensions and employment

Kerry O’Connell, competition, Brussels

Natalie Yeung, competition, Hong Kong

Macfarlanes promotions in full:

Richard Burrows, M&A

Jeremy Moncrieff, tax,

Sarah Ward, banking & finance

Legal Business

Slaughters dials in on latest Vodafone deal as telco moves to create India’s largest communications operator

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Corporate Slaughter and May

Slaughter and May, Allen & Overy (A&O), S&R Associates, Vaish Associates Advocates and Bharucha & Partners all gained mandates as the Vodafone Group is to acquire rival Idea Cellular in a bid to create India’s largest communications business by revenue.

Slaughters and S&R Associates represented Vodafone and Vodafone India. It is understood head of M&A Roland Turnill (pictured), who is the firm’s relationship partner for Vodafone, was lead partner for the Magic Circle firm.

A&O, Vaish and Bharucha advised Idea Cellular.  The A&O team was led by London finance partner Sanjeev Dhuna and corporate partner Tom Levine.

The combined entity, which Vodafone UK will own 45% of, will have almost 400 million customers, around 35% of Indian market share, and an implied enterprise value of $12.4bn for Vodafone India and $10.8bn for Idea.

The consolidation comes as India’s mobile industry is going through rapid changes. The launch of Reliance Jio Infocomm last year, a new 4G mobile network which introduced free voice calls and price cuts, rattled India’s three biggest mobile operators, including Vodafone and Idea.

The deal is the latest in Slaughters’ long-term relationship with Vodafone, having advised the mobile operator in 2013 on its merger with Verizon Communications, as well as its Netherlands joint venture with Liberty Global in February last year.

Last week (13 March), it was announced Slaughters and Linklaters gained advisory roles as energy services group Amec Foster Wheeler agreed to a £2.2bn takeover by Wood Group, bringing together two of the UK’s largest energy services companies.

Slaughters also advised on Standard Life and Aberdeen Asset Management’s £3.8bn merger earlier this month.

georgiana.tudor@legalease.co.uk

Read more: ‘The M&A Report: To have and have not’


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

Breaking the mould: Slaughters bolsters pensions practice with first-ever London lateral

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Strategic recruitment Slaughter and May

HSF’s Schaffer to join Magic Circle firm later this year

After first breaking its duck three years ago in Hong Kong with the hire of Morrison & Foerster’s co-head of China capital markets John Moore, last month Slaughter and May caught the eye by making its first-ever lateral hire in London.

Legal Business

Deal watch: Corporate activity in March 2017

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Corporate Clifford ChanceReed SmithSlaughter and May

SLAUGHTERS TAKES LEAD ON PHARMA MEGA DEAL

Slaughter and May has acted opposite Cravath, Swaine & Moore as Johnson & Johnson made a $30bn offer to buy Swiss-based biopharma company Actelion Pharmaceuticals earlier this year. Slaughters advised along with Zürich-based Niederer Kraft & Frey and Wachtell, Lipton, Rosen & Katz for the takeover target, as Cravath advised Johnson.

 

Legal Business

Freshfields, Slaughters and Maclays act as Standard Life absorbs rival for £3.8bn

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Corporate Freshfields Bruckhaus DeringerMaclay Murray & SpensSlaughter and May

Freshfields Bruckhaus Deringer, Slaughter and May and Maclay Murray & Spens have won roles on Standard Life and Aberdeen Asset Management’s £3.8bn merger.

The companies confirmed the terms of the all-share deal which will create the UK’s largest asset manager with £660bn in assets under management.

Co-head of financial institutions Claire Wills (pictured) and London head Julian Long led the Freshfields team advising Aberdeen Asset Management. Long term adviser Maclays’ head of financial services Guy Norfolk also advised the investment management group.

Standard Life’s team on the transaction was led by group general counsel Rushad Abadan supported by its head of general counsel’s office Sara De Busk and legal counsel Benjamin Brust. The firm also turned to a Slaughters team led by corporate finance partner Jonathan Marks and head of M&A Roland Turnill.

The Magic Circle firm has previously advised on Standard Life’s return of around £1.75bn to shareholders in 2015, its disposal of its Canadian business to The Manufacturers Life Insurance Company for a reported £4bn and its acquisition of Ignis Asset Management for £390m.

Corporate partners Marks, Craig Cleaver and tax partner Gareth Miles are regular advisers to Standard Life.

Last year Standard Life confirmed it had added two firms to its real estate panel following the Ignis acquisition, with Maples Teesdale and Shepherd & Wedderburn joining CMS Cameron McKenna, Herbert Smith Freehills and Addleshaw Goddard.

This is not the first time Slaughters has advised Standard Life with Freshfields and Maclays on the other side. Barclays turned to a Freshfields team including Wills in 2009 for its £226m acquisition of Standard Life’s banking arm. Maclays advised Barclays on Scottish law matters. Slaughters Cleaver was among the team advising Standard Life.

In January it emerged Wills advised Tesco on its £3.7bn merger with Booker Group, the UK’s biggest food wholesaler, alongside corporate partner Stephen Hewes and antitrust partners Alastair Chapman and Deirdre Trapp.

madeleine.farman@legalease.co.uk

Read more: ‘The M&A Report’