Tag: Latham & Watkins

Latham rewards more than 20 star performers with new ‘super points’ rank

More than 20 of Latham & Watkins’ equity partners have made it into the elite firm’s ‘super points’ band, which is intended to better reward star performers by allowing them to earn nearly double the profit share of those at the top of the firm’s core lockstep.  

Legal Business has learned that 22 Latham partners now sit within the so-called ‘super points’ tier. 

Fourteen partners worldwide are understood to sit on the first additional tier at 1,300 points, with a further eight now on the maximum 1,700 points. Two partners in London – including chair Richard Trobman – are understood to be at the top level. All of the remaining super pointers are based in the US. 

Latham’s core modified lockstep ladder runs from 350 to 900 points, with 900 points equating to more than $5m last year, meaning that 1,700 points would nearly double this figure. 

On top of this, Latham also has a bonus pool of up to 15% of its profits available for discretionary division among partners. Combining this bonus with super points it is understood that total partner comp can now climb above the $15m mark for star performers. 

Latham partners approved the new remuneration structure in July, with equity partners taking part in a weighted vote based on points allocation rather than a one-person, one-vote system. 

The move came amid intense competition to attract and retain talent at the very top of the US market, where firms like Kirkland and Paul Weiss have been linked with packages above $20m for a handful of partners. 

Sources told LB that no partner joining as a lateral will be granted immediate access to the higher remuneration rungs. Instead, they will have to wait at least two years before being eligible for consideration, suggesting that, for Latham, the changes are focused on retaining, rather than attracting star performers. 

A spokesperson for Latham said: ‘Changes to the firm’s equity compensation structure were made after an in-depth review and extensive discussions and meetings in each office to ensure a transparent and thorough process. This provided the firm’s leadership with the opportunity to receive direct feedback from the partnership before moving forward. The changes to the firm’s compensation structure allows the firm to reward more partners in its year-end bonus process.’ 

Latham has seen a series of departures in London over the last year. This summer a five-partner strong leveraged finance team led by Jayanthi Sadanandan and Sam Hamilton left for Sidley. Around the same time, Milbank announced the hire of a six-strong team of finance lawyers from Latham, headed by collateralised loan obligation (CLO) partner Alex Martin. 

Earlier this year, litigation and trial partners Oliver Browne and Stuart Alford KC left for Paul Hastings. Browne’s exit from Latham came after 18 years at the firm, having most recently served as the London co-chair of the litigation and trial department. This follows the departure of restructuring and special situations partner Simon Baskerville who moved over to Willkie Farr at the end of last year. 

Less than two years ago, Latham also saw the departures of finance partners Mo Nurmohamed, Ross Anderson, Karan Chopra and Rob Davidson who left for Paul Hastings. Nurmohamed joined as co-chair of the firm’s global finance practice. 

The traffic has not gone only one way though, with the firm adding Jonathan Brownson, Joydeep Choudhuri and Prue Criddle from New York banking heavyweight Cahill Gordon & Reindel’s City office, in May this year.

Its partner remuneration overhaul comes amid intense competition at the top of the US market, prompting numerous firms to reconsider how to attract and reward their standout performers. 

Latham posted a 6.9% revenue hike to almost $5.7bn for the 2023 calendar year, with profit per equity partner up 7% to $5.52m.

LB has decided not to name the partners on super points. 

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This article first appeared on Legal Business.

‘Thoughtful about where and how we grow’ – Latham sets out stall for City litigation push

While its London transactional credentials are undeniable, it is fair to say that Latham & Watkins has not to date boasted a similarly heavy-duty reputation on the contentious front.

However, the firm is doubling down on its efforts to shift this perception, with a series of recent eye-catching hires pointing to a renewed push in the capital, as the US giant continues its efforts to dig into a market still largely dominated by UK heritage firms.

Earlier this year, the disputes practice saw a significant shift with the departures of Oliver Browne and Stuart Alford KC to Paul Hastings.

Browne had spent 18 years at firm, co-leading the London litigation and trial department for the past six, most recently alongside Oliver Middleton, while fellow former co-head Alford had been at the firm since 2016, after joining from the Serious Fraud Office (SFO).

While the duo had championed ambitious expansion plans for the US firm’s London litigation practice during their time at the helm, those ambitions remain firmly in place.

Now under the leadership of Middleton, the London litigation and trial department is continuing its growth trajectory. The team’s headcount now stands at almost 70, including 19 partners – up from seven partners and 24 associates in 2017.

Speaking to Legal Business, Middleton and white collar specialist Pamela Reddy, who joined from Norton Rose Fulbright at the start of the year, are clear that litigation growth is a strategic priority for the firm, which is targeting a mix of lateral hires and organic growth.

As Middleton (pictured) underlines: ‘We are focused on attracting top talent that enhances our firm’s growth, success, and culture.’

Alongside Reddy, other key appointments in recent years have included former Orrick partner James Lloyd, who joined in October 2021 to focus on litigation and investigations relating to cybersecurity and privacy, and last year’s hire of Linklaters partner Simon Pritchard, who has brought substantial credentials on the competition litigation front.

The firm has significantly bolstered its City white-collar credentials with the hire of Reddy, who Middleton notes has ‘hit the ground running.’ Her recent work has included advising a consortium in a multijurisdictional SFO investigation, as well as securing the dismissal of a criminal probe against a prominent shipping company by the Insolvency Service.

Looking ahead, Reddy anticipates a ‘significant uptick’  in corporate crime investigations driven by forthcoming failure-to-prevent fraud offences under legislation such as the Bribery Act and the Criminal Finances Act, given that ‘the failure-to-prevent fraud offence is incredibly broad, covering anything under the Fraud Act.’

Competition litigation is a key growth area for Latham, building on last year’s addition of Pritchard, who joined after 15 years at Linklaters and Allen & Overy, before which he spent five years as senior director at the .

As Middleton highlights, the growing complexity of competition litigation plays to Latham’s strengths in managing large-scale litigation. ‘Handling large-scale litigation is just as crucial as having specific competition experience,’ he explains. ‘We excel in this area with our extensive team of litigators who are adept at managing enormous class action cases and other large-scale litigations.’

On the defence side, Middleton and London deputy managing partner Andrea Monks are leading teams from the firm representing Barclays in two high-profile cases: one involving allegations of misleading statements about its trading system and another related to foreign exchange market manipulation.

The firm is also aiming to push into other key areas such as shareholder claims, as well as disputes relating to data privacy, AI, ESG, and crypto.

On the data front, Ian Felstead, vice chair of the firm ‘s complex commercial litigation practice, has advised Meta on contentious matters concerning data transfers from the EU, while in the ESG realm, London disputes partner Samuel Pape was recently part of a team which secured victory for the Republic of Colombia at the World Bank’s International Centre for Settlement of Investment Disputes, defending the Colombian government’s ban on mining in the sensitive páramos ecosystem in the Andes.

While expansion of the broader disputes offering is a clear strategic priority for Latham, Middleton argues the firm does not want to ‘pursue growth for growth’s sake’.

‘As the firm continues to expand, we will grow organically, focusing on key areas such as data privacy, ESG, and complex commercial disputes,’ he explains. ‘We want to be thoughtful about where and how we grow.’

Alongside these external hires, the firm’s contentious bench in London has also seen a healthy degree of organic growth, with four partner promotions in the past two years – an increase on previous years, after none from 2016 to 2019, and just one in both 2020 and 2021 – Middleton and litigator and arbitrator Robert Price.

New names joining the partnership since 2021 include Pape, white collar specialist Clare Nida, competition partner Gregory Bonné, and Nell Perks, who focuses on disputes and contentious regulatory investigations.

Looking ahead, Middleton says the growth strategy will have an emphasis on the scale of Latham’s international platform: ‘There is a lot to be gained from having breadth of experience. It’s important for us that our people have specific expertise that we can effectively market. However, our primary strength lies in our flexible litigators who excel at handling large-scale litigation and effectively collaborate across the global platform. Our approach sets Latham apart from competitors.’

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This article first appeared on Legal Business.

‘We have a remit to build’ – ex-Latham team open up on Sidley’s bold City lev-fin play

In their first interview since leaving Latham & Watkins, Jayanthi Sadanandan and Sam Hamilton discuss their new roles as global co-heads of Sidley Austin’s leveraged finance practice

‘Sidley wants to provide a best-in-class financial sponsor legal service – Sam and I have built out a practice before and we know how to do this,’ says Sadanandan as she and Hamilton sit down to talk to LB on their first day at Sidley.

‘This is an exciting opportunity for us – we have a remit to build and Sidley has been very clear in its commitment to this area.’

Legal 500 Hall of Famer Hamilton and leading partner Sadanandan, who have worked together for 20 years, joined Sidley this week (1 October) having quit Latham in August after nearly 15 years at the firm.

The pair have joined alongside fellow Latham alumni Fergus O’Domhnaill, Joseph Kimberling and Ben Wright – with all five partners now sitting within Sidley’s global finance practice, and Sadanandan and Hamilton taking up newly created roles leading the leveraged finance offering worldwide.

The team will focus primarily on building a borrower-side practice for private equity sponsors, corporates and private credit funds, although it may extend to lender work at clients’ request.

‘Our focus is on the private equity finance side to better support the private equity platform,’ confirms Sadanandan. ‘As a transactional lawyer my goal is always just to get the deal done but, particularly in challenging market conditions, I think the interests between borrower side and lender side can diverge so it can be more challenging trying to manage both sides.’

Sadanandan, who featured as a deal star in LB’s ‘Alphas Revisited’ feature last year, has worked with clients including Permira, Blackstone, and CVC, while Hamilton’s key clients include Nordic Capital, Advanz Pharma, and Soho House.

Sidley’s regular PE clients include Apollo Global Management, KKR and Carlyle.

Hamilton says there were two main reasons for choosing to join Sidley. ‘We know everyone in the market who does our type of law and we felt that Sidley was a firm that has a lot of momentum and we liked the management mindset of wanting to grow in London, which we can help with. Secondly, when we began talks with Sidley, we enjoyed meeting the people and there was a cultural match in terms of how we all think about the world.’

‘In terms of size and the number of people, we don’t have a specific target in mind. It’s client-driven – if you do a great job, clients give you more work, and other clients will hear about it, creating a snowball effect. We expect that will happen.’

Sadanandan adds: ‘After we were approached, we realised there were a lot of synergies. Sidley is a longstanding law firm with a heritage that goes back 158 years, and we liked how it is a full-service law firm already in London. It already has the pieces in play and what Sidley is looking to do now is deepen the breadth of the bench and the breadth of the offering for their private equity clients.’

Sidley has been making a concerted push in the lucrative PE space as part of its broader expansion plans, bringing in Ramy Wahbeh as co-leader of the firm’s global private equity practice and co-head of the London corporate group, along with M&A partner Kaisa Kuusk, both of whom joined from Paul Weiss in June of last year.

Commenting on the hires Sidley management committee chair Yvette Ostolaza says: ‘I think if you’ve got the right team, then you will be delivering the type of service clients are expecting. And that’s what we’re going to be focused on, a very team-oriented approach that will deliver results for the client; with clients very much at the front and centre of our practice.’

The latest hires take Sidley to more than 200 lawyers in London, including more than 50 partners – meaning the office has grown by nearly a third over the last seven years.

And the expansion is far from over, with Ostolaza highlighting capital markets, high yield, and disputes and investigations as areas for further expansion in London, as well as additional growth in private equity.

There will also be an emphasis on building cross-border teams that serve clients in APAC, the Middle East, and London. ‘We’re speaking to a number of laterals in these areas,’ she comments.

The plans come after Sidley reported another strong financial performance, with the firm’s total revenues reaching the $3bn mark in 2023, a 6.1% increase from the previous year.

The firm has enjoyed a long streak of revenue increases after making a strategic decision in the mid-2010s, to increase its focus on the private capital sector and Ostolaza says it is on track for another good year.

‘Our first half of 2024 is off to a roaring start. Transactional activity has increased, disputes has also risen, so we’re expecting to have surpassed all metrics. We’re excited about this team because it’s part of our growth strategy,’ she adds.

In the US, the firm is aiming to strengthen its offices in San Diego, which launched in August, and South Florida and Miami offices, which opened in 2022. Alongside its emphasis on private equity, Ostolaza pointed out that there will also be a strong focus on key industry sectors, including life sciences, healthcare, energy, transportation, technology, media, sports, and entertainment.

She concludes: ‘We are still in a growth mindset, although we’re established. There’s disruption going on in the legal industry – we’re seeing more and more mergers, and we want to be one of the beneficiaries of this disruption on behalf of our clients. I think we’re going to have another banner year.’

Sadanandan and Hamilton were part of a four-partner team that moved to Latham from White & Case in 2010 in a move that planted the seeds for the Los Angeles-bred firm’s dominance in Europe’s leveraged finance market.

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This article first appeared on Legal Business.

Sidley Austin snaps up five-partner Latham & Watkins team as US firms continue battle for London talent

Sidley Austin has hired five sponsor-side leveraged finance partners from Latham & Watkins in London, led by Jayanthi Sadanandan and Sam Hamilton.

Hall of Famer Hamilton and Legal 500 acquisition finance leading individual Sadanandan are set to leave Latham after nearly 15 years.

The three other partners joining them are Fergus O’Domhnaill, Joseph Kimberling and Ben Wright.

Sadanandan (pictured), who featured as a deal star in LB’s ‘Alphas Revisited’ feature last year, advises sponsors and corporates, with clients including Permira, Blackstone, and CVC, while Hamilton’s key clients are Nordic Capital, Advanz Pharma, and Soho House.

Sadanandan has held a number of management roles at Latham including serving as managing partner of the London office from 2015 to 2020, succeeding M&A partner Nick Cline after the end of his five-year term.

Sadanandan and Hamilton were part of a four-partner team that moved to Latham from White & Case in 2010 in a move that planted the seeds for the Los Angeles-bred firm’s dominance in Europe’s leveraged finance market. The team also included finance veteran and standout performer Chris Kandel, who later moved to Morrison Foerster in 2019 and joined McDermott this May, as well as Brian Conway, who moved to Jones Day in 2013.

Earlier this week, it was also revealed that a Latham team of six alternative investments lawyers joined Milbank, led by finance partner Alex Martin. Among them is Kristine Kozicki, joining Milbank as special counsel, along with four associates.

The team fills the void at Milbank left by John Goldfinch, who joined pre-merger Allen & Overy in April as a partner in its global structured finance practice. Goldfinch made the move with four senior associates from Milbank: Adrian Kwok, Peter West, Eleanor Cripps, and Alexandra Wells.

Latham strengthened its banking and finance practice in May by hiring partners Jonathan Brownson, Joydeep Choudhuri, and Prue Criddle from Cahill Gordon & Reindel in London. Brownson, Legal 500 Hall of Famer for acquisition finance, spent the majority of his career at pre-merger Allen & Overy before leaving for Cahill in 2020 with fellow finance partner and Legal 500 high yield leading individual Jake Keaveny, in a move that was crucial in developing Cahill’s then-nascent London finance practice.

Sidley’s recent hires follow its recruitment of Ramy Wahbeh as co-leader of the firm’s global private equity practice and co-head of the London corporate group, along with M&A partner Kaisa Kuusk, both of whom joined from Paul Weiss in June of last year. This followed the March hires of James MacArthur and Ed Freeman from Weil, with MacArthur now overseeing Sidley’s European energy, transportation, and infrastructure practice.

However, Sidley’s London team experienced the departure of private equity partner Fatema Orjela—also recognised as a deal star in LB’s ‘Alphas Revisited’ feature—who moved to McDermott in April, joining alongside Kandel. More recently, partners Lyndsey Laverack and Jade Williams-Adedeji left Sidley last month to join Covington & Burling’s EMEA PE practice.

While these departures have understandably raised questions about Sidley’s plans for London, London managing partner Tom Thesing told LB in an interview earlier this year that the firm remains committed to recruiting talent. ‘We’ll continue to look for talent in the market and grow our business,’ he said.

Sidley Austin and Latham & Wakins have been approached for comment.

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This article first appeared on our sister publication, Legal Business.

Dealwatch: Slaughter and May and Latham & Watkins lead as Hammerson sells £1.5bn stake in Bicester Village owner

Shopping centre owners have weathered a difficult few years, with the rise of e-commerce, Covid and the cost of living crisis causing much grief for those with stakes in bricks and mortar retail.

There is cause for optimism, however, with private equity firm L Catterton’s acquisition of Hammerson’s £1.5bn stake in Value Retail – owner of the Bicester Collection – emblematic of increasing confidence in the sector, and raising hopes of a continued recovery in deal activity.

Slaughter and May advised Hammerson on the transaction, which generated approximately £600m in cash proceeds for the property firm, fielding a team led by corporate duo Simon Tysoe and Richard Smith.

Meanwhile, Latham & Watkins advised the buyers, with the sale handled through Silver Bidco Limited, a newly formed company incorporated in Jersey established by affiliates of L Catterton, which is part owned by luxury goods giant LVMH. The firm’s London team was led by corporate partners Tom Evans and Linzi Thomas.

The Bicester Collection comprises nine luxury designer outlet shopping centres located outside of major European cities including Barcelona, Paris and Milan. It includes the Bicester Village shopping centre which is located on the outskirts of the Oxfordshire town Bicester.

Rita-Rose Gagné, CEO of Hammerson, said in a statement that the disposal was a ‘transformational deal’ that removed an ‘overweight, low yielding and minority stake’ and ‘focuses our portfolio on prime urban real estate’.

Hammerson has in the past turned to Herbert Smith Freehills for many of its major corporate and real estate mandates, including the £277m disposal of its stake in premium outlet operator Via Outlets in Q4 of 2020, led by corporate duo Alex Kay and Mike Flockhart. Kay also led on Hammerson’s attempted £3.2bn buyout of Intu in 2018, a transaction that was ultimately abandoned.

Another sign of increasing bullishness in the retail space was seen last month with TDR Capital’s acquisition of Zuber Issa’s shares in Asda, a deal that took the private equity firm’s share in Asda to 67.5%. Kirkland & Ellis advised TDR, led by corporate partners Stuart Boyd and Jessica Corr alongside competition partners Alasdair Balfour and Joel Gory, while Cleary Gottlieb Steen & Hamilton acted for Issa.

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This story first appeared on Legal Business.

Latham becomes the first $5bn law firm club member as revenue soars 27%

Latham & Watkins has become the first law firm to break the $5bn revenue barrier as turnover spiked 26.7% to $5.489bn in the 2021/22 financial year.

Profit per partner also saw a comparable 26% surge to $5.71m from $4.52 last year.

The figures released on 21 March easily eclipsed last year’s still impressive results, which saw turnover increase 15% to $4.33bn from $3.768. Global lawyer headcount has also seen a notable increase, rising by 8% to 3,078, while revenue per lawyer grew 18% from $1.52m to $1.78m.

Global chair Rich Trobman hailed the results as a vindication of the firm’s overarching strategy: ‘2021 was another successful year for the firm and we are pleased with our strong performance and achievements. Our long-term vision, deep and diversified platform, and commitment to client service helped grow demand for our legal services across practices and markets. We combined our worldwide resources with the best talent, sector knowledge, and experience to drive positive outcomes for our clients across all industries.

‘I am particularly proud of the resilience and hard work of our people and how we have supported one another throughout the year, all the while staying focused on our clients and their evolving needs. Looking ahead, we will continue to invest in our global platform, execute on our strategy, and deliver great client service.’

The firm does not habitually release regional profit breakdowns, but the London office is understood to have posted a 30% jump in revenue, which would take the office’s top line to around $700m, further enhancing its reputation as one of the most potent foreign practices in the high-end UK legal market. Such a figure would comfortably outstrip last year’s estimation, which suggested a 20% increase up to around $540m.

There has been no shortage of investment in London either –seven lateral hires have been recruited over the course of the year. The majority of these came in the finance, capital markets and corporate groups, including Bruce Bell (restructuring, Linklaters), Paul Dolman (PE, Travers Smith), Thomas Bartlett (project finance, White & Case), Alex Martin (structured finance, Weil, Gostshal & Manges) and Shawn Anderson (capital markets, Kirkland). Elsewhere, James Lloyd (Orrick) and Helen Lethaby (Freshfields) joined the data privacy and tax groups respectively.

In addition to lateral hires, the firm is increasing its commitment to internal growth in the city. Nine London associates were part of the 2022 partner promotion round, five of whom have spent their whole career at firm.

On the transactional side, M&A, capital markets banking all recorded double-digit growth, as did the emerging companies practice and public company practices. Disputes, general litigation, antitrust, IP, securities and professional liability were similarly bullish.

The key sectors driving activity were reflective of the market more generally. Technology, healthcare and life science and energy were all up compared to last year, as were financial institutions, retail and media.

Latham’s numbers have been released amid anticipation that long-time rival Kirkland & Ellis will also surpass the $5bn revenue mark in the coming weeks.

The rivals routinely battle for top spot among the global elite, with Kirkland last year striding out in front by around $500m.

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This story first appeared on Legal Business

Dealwatch: Latham and Linklaters bet on £2.2bn William Hill disposal as £1.2bn easyJet rights issue flies

While it could hardly be said to have slowed down over summer, the deal market has nevertheless ramped up since the beginning of September with easyJet’s £1.2bn rights issue and Caesars’ £2.2bn disposal of William Hill’s international business among the more high-profile recent transactions.

Latham & Watkins and Linklaters won lead roles as 888 Holdings agreed to acquire the international business – the non-US assets – of William Hill at an enterprise value of £2.2bn.

The deal was the result of a hotly-contested auction process run by Deutsche Bank and followed on from the closing in April this year of Caesars Entertainment’s £2.9bn takeover of William Hill with a view to building out its US business, a buyout originally announced in October 2020.

Ed Barnett, the Latham relationship partner for 888 who led on the deal, told Legal Business: ‘This was a very competitive process. Caesars had made it clear to the market that it was going to sell the non-US assets of William Hill, so it was expected to be competitive. Deutsche Bank ran a very successful auction. We understand bidders were mostly comprised of private equity houses but also some private equity and strategic combinations. It’s obviously a very well-known, longstanding brand and so it is a real asset in the space and once the deal closes it’s expected to put 888 in a strong position as a significantly bulked-up business.’

Barnett was also bullish on the wider market outlook: ‘There’s certainly been a lot of activity in the gaming sector in the UK and US and you’re going to continue to see transactional activity, SPAC-related deals and tie-ups between US and European/UK businesses in the gaming space. As individual states in the US relax gaming-related regulations we anticipate more activity. It’s a very hot sector in which Latham has been, and will continue to be, very active.’

Latham corporate partner Sam Newhouse also advised on the deal, while Anna Ngo dealt with capital markets matters, Jay Sadanandan and James Burnett provided finance advice and Jonathan Parker gave antitrust advice. Employment and benefits matters were handled by partner Sarah Gadd, IP by Deborah Kirk, tax by Helen Lethaby and real estate matters by Quentin Gwyer.

The Latham team advised in conjunction with 888’s long-term counsel, Israeli firm Herzog Fox & Neeman, whose team was led by managing partner Gil White. The Linklaters team advising Caesars was led by London corporate partner Iain Fenn.

Meanwhile, the £1.2bn rights issue of easyJet also piqued market interest and provided instructions for teams from Herbert Smith Freehills, Allen & Overy and Clifford Chance.

The rights issue, the largest such transaction in the UK this year, will see funds raised to increase the resilience of easyJet’s balance sheet and to fund strategic investments as air travel recovers from the Covid-19 pandemic.

The Herbert Smith team advising easyJet was led by head of UK equity capital markets Mike Flockhart and global co-head of corporate Stephen Wilkinson. Head of US securities Tom O’Neill and counsel Dennis Hermreck provided US securities advice. The easyJet legal team was led by GC Maaike de Bie.

HSF’s Mike Flockhart noted of the transaction: ‘easyJet’s rights issue demonstrates that the markets will continue to endorse companies with solid fundamentals, effective leadership and strong brands, notwithstanding the impact of Covid.’

A&O is advising Greenhill and BNP Paribas as joint sponsors; BNP Paribas, Credit Suisse and Goldman Sachs as joint global co-ordinators; and Santander and Société Générale as joint bookrunners on the rights issue, with James Roe and Jeff Hendrickson leading the team.

The firm is also advising BNP Paribas, Credit Suisse, Goldman Sachs, Santander and Société Générale as lenders under easyJet’s new revolving credit facility, announced simultaneously with the rights issue, led by A&O’s head of aviation finance, Paul Nelson.

A&O has advised easyJet’s financiers on a number of matters since the start of the pandemic, including acting for the underwriters on the company’s £400m equity cashbox placing in June 2020, advising UK Export Finance (UKEF) and the lenders on $1.87bn combined UKEF and EDG commercial facility in January – the first-ever secured transaction under the UKEF Export Development Guarantee scheme, and advising the dealers and trustee on easyJet’s £1.2bn bond issue in February 2021.

CC acted for easyJet on matters relating to shareholder enfranchisement with a team led by partners Daud Kahn and Melissa Fogarty.

Elsewhere and continuing the transport theme, RAC and its shareholders – including funds managed or advised by CVC Capital Partners and GIC – sold a stake in the UK breakdown assistance provider to Silver Lake.

Together with GIC and CVC, Silver Lake will support RAC in its goal of further improving its digital capabilities and leveraging its data to provide more innovative products and services for RAC members and partners to accelerate growth.

Freshfields Bruckhaus Deringer advised longstanding clients RAC and the selling shareholders with a team led by partners Alastair Brown and Charles Hayes.

Travers Smith acted for the management team of RAC with private equity and financial sponsors Partner Adam Orr leading and tax advice provided by partners Hannah Manning and Russell Warren.

Meanwhile Baker McKenzie advised Silver Lake on the acquisition of its stake, led by partner David Allen, with the team also including finance partner Matt Cox and antitrust partners Luis Gomez and Sam Mobley.

Finally, funds advised by Apax Partners and Warburg Pincus acquired T-Mobile Netherlands Holding from Deutsche Telekom and Tele2, giving the company an enterprise value of €5.1bn.

Freshfields and Simpson Thacher advised WP/AP Telecom Holdings IV, an entity jointly controlled by funds advised by Apax Partners and Warburg Pincus, on the acquisition. The Freshfields team was led by partners Markus Paul and Shawn der Kinderen, and James Howe led the London Simpson Thacher team, with Ian Barratt acting on the debt aspects of the acquisition.

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This news story first appeared on Legal Business.

Dealwatch: Weil and Mayer Brown scoop leads on Nestlé’s $4bn US ice cream business sale

Weil Gotshal & Manges and Mayer Brown have advised on the sale of Nestlé’s US ice cream business to Froneri for $4bn.

Froneri is an ice cream focused joint venture by Nestlé and PAI Partners created in 2016. The deal means that brands such as Häagen-Dazs, Edy’s, Drumstick and Dreyer’s will join its portfolio which already includes Movenpick, Green & Blacks and Cadbury’s ice cream.

Weil advised Froneri with a team led by London managing partner Michael Francis and included London private equity partner Jonathan Wood, head of the technology and IP transactions practice Barry Fishley and banking partner Tom Richards.

Mayer Brown advised Nestle with a team led out of the US by partners David Carpenter, John Boelter and Michelle Gross.

Carpenter told Legal Business: ‘Nestlé has already contributed to the ice cream business in different parts of the world through this joint venture. The buyer is actually 50% owned by Nestlé and so it’s moving the ice cream business into a company that has a private equity partner. It will be focused on ice cream rather than being part of a big conglomerate.’

The transaction is expected to close in the first quarter of 2020.

Meanwhile, Freshfields Bruckhaus Deringer advised private equity firm CVC Capital Partners on the acquisition of a stake in WebPros Group by CVC Fund VII from Oakley Capital Private Equity and other investors.

WebPros is a web hosting automation software provider for server management and includes web hosting platforms cPanel and Plesk and web hosting management and billing software WHMCS.

The Freshfields team was led by global co-head of financial sponsors Charles Hayes, co-head of European leveraged finance Alex Mitchell and corporate and M&A lawyer Vincent Bergin.

Kirkland & Ellis advised Oakley Capital on the sale led by London corporate partners Rory Mullarkey and Jacob Traff as well as Ben Leyendeckerin Munich.

The deal is expected to close in the first quarter of 2020.

Elsewhere, White & Case advised on the $25.6bn IPO of Saudi Arabian Oil Company (Saudi Aramco), making it the world’s largest IPO. The company began trading on the Saudi Arabian Tadawul Stock Exchange on Wednesday 11 December under TADAWUL: ARAMCO.

The offering included subscriptions from institutions and individuals, comprising of SAR 446bn ($119bn). The Kingdom of Saudi Arabia sold 3bn shares of Saudi Aramco which accounted for 1.5% Saudi Aramco’s share capital.

The White & Case team was led by Dubai partner Sami Al-Louzi and included London partners Inigo Esteve, capital markets partner Alexander Underwood, Ronan O’Reilly and employment compensation and benefits lawyer Jack Gardener. The Law Office of Megren Al-Shaalan also advised Aramco with a team led by Megren Al-Shaalan and Doug Peel and included London capital markets partner Ibrahim Soumrany.

The $1.7trn valuation makes Saudi Aramco the largest company by market capitalisation. Over 400 White & Case lawyers from around 20 offices advised Saudi Aramco on the transaction.

Latham & Watkins advised the underwriters of Saudi Aramco on non-Saudi law matters. The team was led by New York partners Marc Jaffe and Ian Schuman and included London partner Craig Nethercott. London partners James Inness and Jeremy Green offered advice on corporate matters, Chirag Sanghrajka advised on finance, Rob Moulton advised on regulatory matters while Karl Mah advised on tax.

Prior to the listing, the largest IPO spot was held by Alibaba Group Holding Limited which listed in September 2014 on the New York Stock Exchange (NYSE) for $21.8bn.

Finally, Cleary Gottlieb Steen & Hamilton advised Qatar Investment Authority (QIA) on the $450m acquisition of a 25.1% stake in Adani Electricity Mumbai Limited (AEML) from Adani Transmission Limited as well as a shareholder subordinated debt investment by QIA in AEML.

AEML is part of Adani Group, an integrated business conglomerate based in India which includes six publicly traded companies, focusing on resources, logistics, energy and agriculture.

The Cleary team was led by London partners Tihir Sarkar and Nallini Puri.

Puri told Legal Business: ‘QIA is a very big investor to be partnering with. The Adani Group is a big group with lots of diversified interests and historically they’ve engaged in a lot of acquisitions, particularly within India. India’s done less with foreign investors. In some ways this is a very significant partnership for them because they’ve tied up with a very high profile investor.’

AEMl was advised by Indian firm Cyril Amarchand Mangaldas led by partners from the Mumbai office.

The deal is expected to close in early 2020 subject to customary conditions and regulatory approval.

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This article first appeared on Legal Business.

Latham & Watkins’ Global Affinity Groups

From parent lawyers to female lawyers to first-generation professionals, Latham & Watkins wants its lawyers and professional staff to feel supported and included, regardless of background or personal circumstances. The firm has created eight global affinity groups for lawyers, which, essentially, do what they say on the tin: allow colleagues who share an affinity in terms of a particular life experience (or are in support of those that do) to come together, have a forum to air their voices, and share strategies for professional success. 

The Lex 100 spoke with Jonathan Ritson-Candler, associate and co-head of Latham’s London LGBTQ Lawyers Group, and Chidi Onyeche, associate and co-head of the firm’s Black Lawyers Group in London, to learn more.

Open to all trainees and lawyers, the affinity groups are overseen by the firm’s Diversity Leadership Committee (DLC), comprised of partners, counsel, and associates from around the globe.

The DLC spearheads Latham’s global diversity and inclusion strategy and initiatives, working to strengthen and promote the firm as a workplace where the best and brightest lawyers from all groups, including those traditionally underrepresented in the legal industry, excel and find the opportunities and support to fulfil their potential to become firm and industry leaders.

Each affinity group has both global and local leaders, primarily associates. This leadership structure ensures that members can feel comfortable speaking up about any issues they may be facing. ‘The idea is that this isn’t just another iteration of partners overseeing what you do’, explains Jonathan.

Latham encourages broad participation in its affinity groups, all of which welcome allies. ‘I joined the Black Lawyers Group pretty much straight after joining the firm, and I’ve been very involved from the time I was a trainee’, says Chidi.

In fact, potential trainees are even exposed to the affinity groups during the recruitment process. ‘I completed a vacation scheme in 2014, and Latham’s dedication to diversity, and in particular to black lawyers, was something that stuck out to me; it was one of the major factors why I chose to pursue a training contract here’.

Lateral-hire Jonathan joined the LGBTQ Lawyers Group in order to get to know his new firm: ‘I thought it would be a nice way to get more exposure to the firm, meet more people and get embedded a bit quicker. And that’s definitely been the case’.

Being an affinity group member has myriad benefits, one of which is exposure to Latham colleagues and firm leaders globally. ‘You automatically start building a network, so that even in a huge firm like Latham, you have an immediate route to getting to know people, meaning you don’t feel cut off from it all’, says Jonathan.

‘Incidentally, you’ll end up working with colleagues across the global network in any event, so it’s another great way to put a face to a name’, says Chidi. Every two years, the Black Lawyers Group invites its members to a global firm-sponsored retreat. There are engaging and inspiring discussions from firm leaders, affinity group members and allies.

For example, this past September, the Black Lawyers Group retreat was held in Chicago, where attendees were able to visit the Obama Foundation to understand some of the great work that is happening there. Not only is it a perfect chance to catch up with colleagues and friends from around the globe and meet new ones, group members also provide strategic input on how to best achieve the group’s overall aims of recruitment, retention and promotion of black talent across the firm’s network.

Through this retreat, Chidi and other members of the Black Lawyers Group have been able to get to know firm leaders, forming invaluable connections. ‘There’s a certain sense of power (far above my paygrade!) which comes from speaking to them and getting to know them and them getting to know me’.

The local leaders of the LGBTQ Lawyers Group for each office get together on a global call once a quarter. ‘If someone’s in Hong Kong and another in Los Angeles, there’s never going to be a good time to have a call, but people are pretty good at turning up. It’s really gratifying to see the global commitment to diversity play out’, enthuses Jonathan. There are also quarterly catch-up calls for the various global sub-committees within the group, networking events where members are encouraged to bring their significant others and an all-affinity group lunch once a year.

There are plenty of opportunities to get together in the London office too. The Black Lawyers Group recently hosted a series of talks to coincide with Black History Month. ‘We had one talk about social media, which looked at members’ LinkedIn profiles and online presence. The idea was to ensure that clients who were considering coming to Latham would see that our lawyers’ online profiles were well thought-out’, explains Chidi.

The next talk will be a financial planning session, something which has historically been a challenge for the black community. ‘The hope is to help members understand how best to utilise the wealth that we have, so that it can be preserved and also grow. We need to make sure that we start building generational wealth’.

Furthering its commitment to supporting the diverse needs of lawyers and staff, Latham recently rolled out significant benefits enhancements in the UK that make it easier to access more inclusive medical care and plan a family. These include financial support for transgender transitions and fertility treatment such as IVF, elective egg/sperm freezing, private maternity delivery services, and for surrogacy and adoption.

There’s no doubt that the success of Latham’s affinity groups can largely be attributed to the sheer amount of effort expended by their dedicated leaders and members. Organising events and activities, many of which involve international offices, requires unwavering commitment, which is no mean feat for City lawyers who are also juggling heavy client workloads. But there is always someone on hand to take over if an urgent matter crops up.

Impressively, the firm has also attributed bonus-eligible credits to diversity initiatives. ‘Not only is my team really supportive, but the firm more broadly is supportive because there are file codes to which you can record your time which are counted as part of your bonus calculation, as long as certain conditions are met’, elaborates Jonathan.

Stand-out moments

Black Lawyers Group 

The Black Lawyers Group’s global retreats have definitely been highlights for Chidi. ‘The first global retreat was in Washington, D.C.; I was a trainee at the time and was on secondment in Singapore. The firm paid for my flights from Singapore to London and then onto Washington, D.C. It was fantastic. Sometimes you can get really siloed within your department and within the firm, and then you realise that there’s actually something much bigger at work. In D.C. and, more recently at our retreat in Chicago, it was great to see so many amazing black lawyers and allies who support the whole mission in one place talking about how we can do better, be better and encourage diversity and inclusion in general.’

LGBTQ Lawyers Group 

For Jonathan, arranging a LGBTQ Lawyers Group event to coincide with London Pride really stands out. ‘We rented an event space on Piccadilly in London, which had a balcony and a view of the parade. It was a client event, and both clients and Latham employees could bring their children and partners. This was the second year we had hosted this event, and there were about 200 clients and 100 Latham employees – it was the most well-attended client event the firm in London had ever hosted. It’s definitely taken on a life of its own, with people asking us if we will be hosting it next year too. We hope to. In fact, we’re even talking about how to make it even better!’

 

Global firms lined up to advise as Thomas Cook rescue talks fail

With news this weekend that Thomas Cook is on the brink of collapse and has ceased trading with immediate effect, a number of global elite firms have been lined up to advise on the latest high-profile collapse of a household name.

Ashurst is advising  the Official Receiver as well as AlixPartners and KPMG, which were appointed as special managers in respect of certain Thomas Cook entities, while Slaughter and May and Latham & Watkins are advising Thomas Cook. Insolvency practitioners from AlixPartners have been appointed as special managers over the airline and tour operator companies, while practitioners from KPMG have been appointed as special managers to the group’s retail division and to its aircraft maintenance companies.

Giles Boothman, Olga Galazoula and Lynn Dunne are leading the Ashurst team, with Crowley Woodford and Ruth Buchanan advising on the employment law aspects and Derwin Jenkinson, Tom Mercer and James Fletcher focusing on the corporate side. Meanwhile, the Slaughters team is being led by Tom Vickers and the Latham team is headed by partners Nick Cline, John Houghton and James Inness.

A Reed Smith team from the UK, Germany and the US are advising the Civil Aviation Authority in relation to the insolvency. The Civil Aviation Authority and AlixPartners will work together to deal with the repatriation of all stranded customers. The team is led by partners Richard Spafford who is advising on licensing and regulatory issues, Charlotte Møller leads on the insolvency law and contingency planning for the repatriation, while Nick Williams is advising on the financial aspects.

Chief executive of Thomas Cook Peter Fankhauser commented: ‘We have worked exhaustively in the past few days to resolve the outstanding issues on an agreement to secure Thomas Cook’s future for its employees, customers and suppliers.  Although a deal had been largely agreed, an additional facility requested in the last few days of negotiations presented a challenge that ultimately proved insurmountable.’

In July, a team led by restructuring partner Ian Johnson, financing partner Ed Fife and corporate partner Richard Smith from Slaughters and a team from Latham & Watkins advised Thomas Cook Group in relation to the proposed recapitalisation plan.

Thomas Cook was looking for a £750m investment and was in talks with its largest shareholder, Fosun Tourism Group, as well as the company’s core lenders on a substantial new capital investment as part of a proposed recapitalisation and separation of the group.

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This article first appeared on legalbusiness.co.uk.