Sullivan & Cromwell and Wachtell lead on Amazon’s $13.7bn Whole Foods buyout

Sullivan & Cromwell and Wachtell lead on Amazon’s $13.7bn Whole Foods buyout

Sullivan & Cromwell and Wachtell Lipton Rosen & Katz lead a host of elite US law firms advising Amazon on its $13.7bn purchase of Whole Foods Market, as the online retailer expands into the bricks and mortar food market.

Sullivan & Cromwell partners Krishna Veeraghavan and Eric Krautheimer are leading on behalf of Amazon while Wachtell Lipton Rosen & Katz partners Daniel Neff, Trevor Norwitz and Sabastian Niles are acting for Whole Foods.

Weil Gotshal & Manges banking partners Morgan Bale and Heather Viets, capital markets partner Faiza Rahman, M&A partner Raymond Gietz and tax partner William Horton all represented Bank of America Merrill Lynch and Goldman Sachs. The banking giants provided debt financing for Amazon to pay for the merger.

Latham & Watkins acts for financial adviser Evercore Partners on the deal, with a team consisting of corporate partners Adel Aslani-Far and Mark Gerstein. US-headquartered company Whole Foods hired Evercore Partners earlier this year to advise the company on a strategic review of its business operations.

The merger is the first high-profile role that Sullivan & Cromwell has undertaken this year since advising Deutsche Bank on its £500m fine by the Financial Conduct Authority (FCA) in January.

Sullivan & Cromwell white collar partner Samuel Seymour advised Deutsche Bank on its US settlement with the FCA.

For Latham & Watkins, Amazon’s swoop on the upmarket food grocery market is the first major deal since advising offshore drilling contractor Ensco on its $839m acquisition of Atwood Oceanics. The top US-headquarted firm advised Ensco with a team lead by Houston-based energy partners Sean Wheeler and Debbie Yee. Ensco also turned to Slaughter and May corporate partner Hywel Davies for advice.

Amazon was unavailable for comment.

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This article first appeared on The Lex 100′s sister publication, Legal Business.

Dentons’ Nextlaw Labs teams up with Legal Geek on European road trip to find legal tech startups

Dentons’ Nextlaw Labs teams up with Legal Geek on European road trip to find legal tech startups

Nextlaw Labs, a legal tech venture development company launched by Dentons, has partnered with Legal Geek, a community for legal tech startups, to scout promising startups across Europe.

The two companies will embark on a European road trip with stop offs at Amsterdam, Berlin, Brussels, Paris and London on their quest to find high-potential legal tech startups.

The startups will get to pitch their ideas to Legal Geek, lawyers from Dentons and professionals from Nextlaw labs. The 20 most promising startups will be selected to present at a Legal Geek conference in London on October 17 2017.

“Following our successful collaboration with Seedcamp last year, Nextlaw Labs is continuing to explore and support the potential of legal tech in Europe through our partnership with the Legal Geek road trip,” said Dan Jansen, CEO of Nextlaw Labs.

“We will be touring Europe’s legal tech hot spots in a VW van to find the coolest startups on the market. This road trip is about bringing together the startup ecosystem and the legal sector in a laid back, come-as-you-are style”, said Jimmy Vestbirk, Founder of Legal Geek.

SRA opens tender for ‘super-exam’ provider

SRA opens tender for ‘super-exam’ provider

The Solicitors Regulation Authority (SRA) this week opened to tender its search for an assessment provider to deliver the new Solicitors Qualification Examination (SQE), also known as the ‘super-exam.’

The UK regulator has published documents for the first phase of the process, with potential bidders invited to send their non-disclosure agreements to the SRA by 22 June, with a final deadline to submit outline solutions by 1 September. The SRA expects to select the assessment provider by March 2018. The contract will last for up to ten years. The SQE is due to be implemented by September 2020.

Fieldfisher is the sole firm assisting the SRA in procuring an appropriate assessment provider, with technology partner Sam Jardine and head of privacy Hazel Grant leading its team.

The SRA decided in April to introduce the SQE, an independent assessment to be taken ‘at the point of entry to the profession’, after a two year consultation, despite the proposals being hit with criticism from the profession.

This January, Travers Smith managing partner David Patient voiced ‘serious reservations’ over the scope and rigour of the SQE being too narrow to test the full breadth of legal knowledge and cutting certain aspects of the current law assessments.

The City of London Law Society (CLLS) has also objected to the SQE, stating that the multiple-choice nature of the assessment lacks the ability to test the full nuance of law knowledge.

The SRA has been pushing to make reforms in other areas of the profession, announcing this week its review of proposals to slash the length of the solicitors’ code of conduct and relax the rules on solicitors practicing in non-legal businesses.

As part of the shake-up, the organisation’s code of conduct may be reduced from 30 pages to 14 and could result in significant changes to the way law firms and legal service providers employ solicitors.

Robert Bourns, president of the Law Society this week criticised the SRA’s proposal, published under the remit of a commitment to ‘allow solicitors to work more freely in the legal sector.’

Bourns told Legal Business that he was ‘very concerned’ with the proposals, arguing they could cause ‘consumer confusion.’

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This article first appeared on The Lex 100′s sister publication, Legal Business.

CMS Academy: The Next Generation Vacation Scheme

CMS Academy: The Next Generation Vacation Scheme

Newly-combined CMS has replaced its traditional work placement with a ‘next generation vacation scheme’, which was launched on Monday. The international firm opened its doors to 63 fresh-faced students, all hoping to secure a training contract to commence in 2019.

The scheme, dubbed the CMS Academy, aims to train lawyers at all levels and is broken down into three parts. As well as offering students the opportunity to gain an insight into life as a trainee at the firm, the newly-launched vacation scheme is also designed to heighten students’ awareness of the commercial aspect of working at a law firm.

The programme is broken up as follows:

Part 1: Business of Law training. Students will spend one week networking with partners, lawyers and clients of the firm and taking part in talks from thought leaders on the issues affecting the future of law. There will also be an advanced simulation designed to challenge students’ commercial judgment.

Part 2: CMS Internship. Students will have the opportunity to work within the firm’s practice areas and experience the day-to-day reality of being a trainee at the firm. The internship will take place at one of six UK office locations (Aberdeen, Bristol, Edinburgh, Glasgow, London or Sheffield).

Part 3: IMD. Candidates who are successful in obtaining a training contract following their time at the CMS Academy will be invited to take part in a unique and comprehensive induction programme at IMD Business School in Lausanne, Switzerland.

Duncan Weston, CMS Executive for Global Development who also runs CMS’ Graduate Recruitment programme in the UK, said:

“This is a state-of-the-art programme which gives our vacation students a chance to meet with clients, network with lawyers at every level of the business, work on projects and debate with thought leaders in the legal and industry sectors’. We have taken a fresh and innovative approach to training to give our students an exciting insight into the business of law, as well as the practical side of law, and offer them an opportunity to work within our market-leading practice and sector groups and truly experience life at CMS’.

Magic Circle pay watch: Linklaters edges up associate salaries, Slaughters holds and Clifford Chance gets coy

Magic Circle pay watch: Linklaters edges up associate salaries, Slaughters holds and Clifford Chance gets coy

Pay rises continue to ripple through the top-end legal services market despite the uncertain outlook for the City. The latest to go is London giant Linklaters, which has nudged up its base rate for junior lawyers by £1,000, handing newly-qualified (NQ) solicitors £82,000.

Elsewhere, Slaughter and May has just elected to hold mid-year associate salaries following a previous pay boost in January, while Clifford Chance (CC) has brought its pay for junior lawyers up only to match inflation… while coming over uncharacteristically coy on the subject.

NQ lawyers at Linklaters can now earn a total package of £90,000 including bonuses. This is up from last year’s £81,000, according to a breakdown the firm provided in 2016.

Linklaters confirmed that in 2016/17, 1PQE associates would earn a minimum of £90,000, with 2PQE and 3PQE associates’ pay at least £100,000 and £111,000 respectively. High-performing lawyers could receive substantially more, with some 1PQEs earning £101,000. High-performing two year PQEs earned £119,000 and high-performing three year PQEs earned £130,000. However, Linklaters declined to confirm the new packages for 2017/18 beyond newly-qualified level.

Slaughters had previously boosted associate base salaries by 10% as of 1 January 2017. NQ pay increased 9% to £78,000, while 1PQE salaries rose 10% to £87,000. The firm this month opted to hold associate pay bands for the coming year.

CC, meanwhile, has brought its junior lawyers’ base rate pay up to match the UK’s 2.7% jump in inflation, which for a newly-qualified base rate of £85,000 would suggest increases of over £2,000 for junior associates.

In an unusual move, given that it has for years been established practice for major law firms in Wall Street and the City to disclose pay bands for junior lawyers, CC declined to comment, confirm or deny any specific figures when contacted.

Last year, however, CC issued a press statement on 1 May confirming its 2016/17 pay bands for NQ lawyers, with the inclusion of bonuses bringing NQ pay to £85,000 compared to £70,000 before bonuses in 2015.

One CC partner told Legal Business that they did not understand why the firm is keeping its cards close to its chest, as ‘the increase has been received positively by junior lawyers, and that the growth is “high numbers” all-around in terms of pounds and pence’.

The fiddling with associate compensation comes as City leaders are caught between contrasting forces of disapproving general counsel on one hand and US-based law firms, which are continuing to hike salaries for junior lawyers, on the other.

It appears that one response for London leaders struggling to match the US dollar is to be less transparent on associate comp and hope the core talent pool does not notice the difference. If so, the odds do not look great.

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This article first appeared on The Lex 100‘s sister publication, Legal Business.

News round-up, 12 June

News round-up, 12 June

Need help with commercial awareness? The Lex 100 rounds up some of the week’s interesting stories.

UK election result ‘may delay Brexit talks’ – BBC

Hung parliament sinks business confidence, IoD finds – BBC

Jaguar hitches a Lyft with $25m backing for Uber rival – The Times

Oil giants need to invest heavily in renewables by 2035, says analysis – The Guardian

Guardian to go tabloid as it abandons Berliner presses in print deal with Trinity Mirror – The Telegraph

Private schools to save £522m in tax thanks to charitable status – The Guardian

Shaken it off! Taylor Swift ends Spotify spat – The Guardian

Linklaters advises L’Oreal on €1bn sale of The Body Shop alongside Baker McKenzie and Davis Polk

Linklaters advises L’Oreal on €1bn sale of The Body Shop alongside Baker McKenzie and Davis Polk

Linklaters, Davis Polk & Wardwell and Baker McKenzie are advising as L’Oreal looks to sell The Body shop for €1bn to Brazilian cosmetic company Natura.

Natura is in exclusive negotiations with L’Oreal, which put The Body Shop up for sale in February after it bought the business in 2006 for £652m.

The world’s largest cosmetics company announced the decision following a fall in The Body Shop’s operating profits, which sat at €34m at year end in 2016, down a 38% from €55m the previous year. The deal is expected to close later this year.

London and Paris-based Linklaters corporate partner Vincent Ponsonnaille (pictured) led the Linklaters team advising L’Oreal, which included London banking partner Naidenov and Paris corporate partner Laurent Victor-Michel. The cosmetic company also instructed Baker McKenzie with a team led by London Funds partner James Burdett.

Natura turned to Davis Polk for advice, with Jacques Naquet-Radiguet leading the firm’s team.

L’Oreal previously turned to Linklaters for advice in its original purchase of The Body Shop, with London-based Corporate partner Richard Godden leading the Linklaters team. Baker McKenzie advised The Body Shop on the deal.

The Magic Circle firm also advised L’Oreal over its buyout of China-based cosmetic mask manufacturer Magic Holdings International for around $845m in 2014. Paris-based corporate partner Bruno Derieux led the team.

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This article first appeared on The Lex 100‘s sister publication, Legal Business.

Fieldfisher advises SRA on outsourcing contract for delivering new super-exam

Fieldfisher advises SRA on outsourcing contract for delivering new super-exam

Fieldfisher is advising the Solicitors Regulation Authority (SRA) on the contractual agreements for the provider which will eventually assist the SRA in delivering the new Solicitors Qualification Examination (SQE), also known as ‘the super-exam.’

A team from the firm, led by technology partner Sam Jardine and head of privacy Hazel Grant, tendered for the work over six months ago. It is understood that the work is at an advanced stage, with the SRA expecting to tender the contract out imminently. The contract was due to be tendered by this summer.

Fieldfisher are the only firm working with the SRA on the draft contract for an independent organisation, which will take ultimate responsibility for the delivery of the SQE once it is finalised.

Speaking to Legal Business, Fieldfisher’s senior partner Matthew Lohn and a practising lawyer in the firm’s public and regulatory law group, said that although the work involved a standard contract, the overall impact it will have on legal training was substantial.

‘It is a big issue for the legal work per se, but in terms of what needs to be done, once the strategic direction has been settled, it is not that glamourous a piece of legal work.’

Lohn added that the context surrounding the super-exam ‘has made it interesting for sure’. The firm was ‘thrilled to win the work, and with our experience in contractual outsourcing, it was an obvious piece of work for us to go for.’

The SRA confirmed in April that the planned SQE was due to be implemented by 2020, following two formal consultations. This was despite a mixed reaction from both the legal profession and legal education providers.

Concerns about the single, centrally-set exam have ranged from serious alarm over the draft syllabus which the City of London Law Society (CLLS) has said is significantly less relevant for many solicitors qualifying today or in the future, to uncertainty over much of the detail of the changes, including the ultimate cost, which is as yet undetermined by the SRA.

In May, the SRA named Capsticks as its sole provider for disciplinary and litigation work, opting to abandon a law firm panel approach.

The six firms that formed the previous litigation and investigations panels were Kingsley Napley, Simmons & Simmons, Capsticks, Devonshires, Russell-Cooke and Bevan Brittan.

Capsticks’ working relationship with the SRA dates back to 2009, and the firm was appointed to the SRA’s litigation panel after a successful retender in 2013.

Disputes partner Daniel Purcell will lead for the firm on the new sole mandate.

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This article first appeared on The Lex 100‘s sister publication, Legal Business.

Election round-up

Election round-up

What do the papers have to say about the General Election results?

General Election: Theresa May will steady the ship before stepping aside – The Times

Young people have spoken. And they said Jeremy Corbyn – The Guardian

The rise of the remainers is about to begin. May’s Brexit strategy lies in ruins – The Guardian

Was this the revenge of the liberal metropolitan elite? – The Telegraph

No matter who forms a government this is the end of hard Brexit – The Independent

General election: Result sees Tories caught between a rock and a hard place – The Times

The British economy was the big winner of last night’s election – now there will be no cliff-edge Brexit – The Independent


Norton Rose Fulbright to vote on merger with mid-pack Australian firm Henry Davis York

Norton Rose Fulbright to vote on merger with mid-pack Australian firm Henry Davis York

Partners at Norton Rose Fulbright (NRF) will vote on a merger with Australian law firm Henry Davis York within the coming months, after both firms confirmed they were in late stage discussions.

In a joint statement issued yesterday, the firms said: ‘Global law firm Norton Rose Fulbright and leading Australian law firm Henry Davis York are exploring a potential combination to create one of the largest providers of legal services in the Australian market, with leading positions in key industry sectors and practices.’

Henry Davis York is a long-standing, mid-pack Australian player with offices in Sydney, Brisbane and Canberra. The Legal 500 ranks the firm top tier in restructuring and insolvency, with a good reputation in projects and infrastructure, which should play to the strengths of NRF.

The full service firm has five defined sectors – financial services, government, infrastructure, healthcare and university.

Earlier this year, NRF pulled off its second US merger with New York-headquartered global firm Chadbourne & Parke, providing NRF with considerable east coast capability, which the firm has lacked since its combination with Texas-headquartered firm Fulbright & Jaworski in 2013.

The majority of Chadbourne lawyers will join NRF’s US business, while London partners are expected to join the Norton Rose Fulbright LLP within the Swiss verein, which comprises the legacy Norton Rose business.

The deal sees NRF add Chadbourne’s $250m business to its $1.7bn top line.

Chadbourne has around 300 lawyers worldwide, while the combined firm will have 1,000 in the US.

The merger comes four years after NRF first embarked on US expansion with a transformative merger between legacy Norton Rose and Fulbright & Jaworski. Despite the size of that new firm, the merger has failed to fire major growth, with combined turnover remaining largely flat post-merger.