Tag: Slaughter and May

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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.

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‘Holding ourselves accountable’: Slaughter and May tackles social mobility challenge with 2033 targets

Slaughter and May has stuck its head above the parapet on the thorny issue of social mobility, outlining ambitious targets for 2033, in what will be seen as a bold move at the elite end of the profession.

Over the next decade the firm aims to increase its representation of individuals from a lower socio-economic background (LSEB) by 25% across its total workforce population from a baseline of 18.8%. Broken down across fee earners and business services professionals, Slaughters intends to increase its lawyer population from such backgrounds to 15% from a baseline of 10% and its business services population to 40% from a baseline of 34.7%. These targets measure a person’s socio-economic background by using parental occupation at the age of 14 as a metric.

Slaughters partnered with the not-for-profit, social equality consultancy the Bridge Group to carry out a workforce analysis on setting its targets. The Bridge Group found that progression, retention and performance of lawyers from a lower social background at the firm was the same as lawyers from other socio-economic backgrounds. It also found that in the firm’s business services roles the LSEB population stood at 34.7%. The national census figure for LSEB individuals is 39%. These findings were used to inform the firm’s action plan, which places a particular emphasis on widening access throughout its early stage recruitment processes.

The action plan has three strands. Firstly, Slaughters aims to increase the number of LSEB individuals it hires through graduate and business services recruitment. Steps will include targeted recruitment activity aimed at engaging students who might not participate in its traditional recruitment processes, as well as providing apprenticeships as an alternative route into the firm.

Secondly, the firm plans to increase its work on widening access to the profession. Over the next five years, Slaughters will extend its scholarship scheme and introduce a new financial bursary scheme for 17–18-year-olds.

Thirdly, the firm will double down on its workforce data relating to social mobility. It will encourage employees to disclose diversity data, with a target of 90% disclosure. The firm will also voluntarily publish social mobility related pay gaps through its annual pay gap reporting.

Commenting on the targets, Andrew Jolly, corporate partner and chair of Slaughters’ social mobility working group, said: ‘Our detailed work with the Bridge Group shows that when LSEB lawyers come to Slaughter and May their progression is strong and they are just as likely as their peers from other socio-economic backgrounds to succeed in the firm. The targets and actions we have announced focus on ensuring this continues to be the case as well as making the firm an attractive place to work for people from a wide range of backgrounds.’

Deborah Finkler (pictured), managing partner at Slaughters, added: ‘Tracking the socio-economic make up of our workforce over a long period of time means that we have confidence in the data we are using to set these public targets and measure our progress. This focus and transparency means we can hold ourselves accountable and sends a clear message about our intentions to enhance and maintain a diverse workforce.’

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This article first appeared on Legal Business

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Freshfields and Slaughters drafted as Government reveals details of Covid-19 business support package

The UK Treasury and Bank of England (BoE) have called in their go-to counsel Slaughter and May and Freshfields Bruckhaus Deringer as they iron out details of the multibillion-pound support scheme to underwrite British business through the coronavirus crisis.

The UK Government announced last week the Covid-19 Corporate Financing Facility to help companies with cash flow as the rapid spread of the virus has forced governments to put a third of the world’s population in shutdown.

Under the scheme, the BoE will buy short-term bonds to ensure businesses making a material contribution to the UK economy can continue to pay staff and suppliers, upon the condition that they demonstrate they were financially-healthy before the crisis. The facility will operate for an initial period of 12 months.

Slaughters’ finance partners Matthew Tobin, Oliver Storey and Guy O’Keefe are advising the Treasury alongside corporate partner Nilufer von Bismarck (pictured) and state aid partner Isabel Taylor. Slaughters’ core role to Whitehall echoes its high-profile mandate during the financial crisis when it advised the Treasury on a wide-ranging bank bailout.

A Freshfields team led by financial services chief Michael Raffan is acting for the BoE, the Magic Circle firm’s most celebrated client.

The scheme is one of several unprecedented economic measures disclosed by the Government in response to the unfolding crisis. UK Chancellor Rishi Sunak announced on Friday (20 March) a coronavirus job retention scheme to offer all employers access to a grant covering up to 80% of the average wage to prevent widespread layoffs.

Businesses will not be expected to pay VAT for a quarter until the end of June and will not be liable for VAT deferred during that period until the end of the 2020/21 financial year.

Speaking to Legal Business about the measures, Hogan Lovells head of public law and policy Charles Brasted said they were ‘directly feeding into what our clients are thinking about in terms of how they can maximise what they retain over the next few months’.

‘It’s almost inevitably not the end of it, it’s not a one-off package,’ he added, saying that new measures will be likely to address the self-employed: ‘A lot of the measures at the moment work easily if you are on pay as you earn but not so easily if you are self-employed, and the government is looking closely about what it can do [on that front].’

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This article first appeared on Legal Business.

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Slaughters makes up seven in the City with bulked-up promotion round

City blueblood Slaughter and May has promoted seven partners in the City and one in Hong Kong following an increased promotion round, with corporate receiving the lion’s share.

The promotion round sees London land four additional corporate partners, with one apiece going to the firm’s infrastructure and natural resources, investigations and financing practices respectively. In Hong Kong the one promotion came in corporate.

The promotion round is a significant increase on last year when the firm only made up one associate, with finance lawyer Harry Bacon receiving the nod. However, his promotion was announced alongside a rare hire for the firm, with Jing Chen joining as a partner in Hong Kong from the listing division of Hong Kong Exchanges and Clearing.

Slaughters senior partner Steve Cooke commented: ‘Each of these talented individuals has already established a strong track record of providing excellent advice to our clients and will make an important contribution to the continuing growth of our business. The fact that we have promoted lawyers from a broad spread of practice areas in these uncertain times reflects the underlying strength of the firm.’

Meanwhile, all associates at Slaughters received a boost earlier this year, as the firm revealed a salary boost for associates with 2.5 years post-qualified experience or more, following a significant bump in newly-qualified pay last summer.

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Slaughter and May promotions in full

London

  • Tim Blanchard (investigations)
  • Oliver Moir (infrastructure, energy, natural resources)
  • Samay Shah (financing)
  • Alexander Dustan (corporate)
  • Natalie Cook (corporate)
  • Harry Hecht (corporate)
  • Claire Jackson (corporate)

Hong Kong

  • Ben Heron (corporate)

This article first appeared on Legal Business.

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Dealwatch: Slaughters and Ashurst make headlines on i newspaper sale as DLA and A&O dine out on Bookatable acquisition

In a busy week for UK buyouts, Slaughter and May advised Daily Mail and General Trust on the £49.6m acquisition from JPIMedia of i newspaper and its website by its consumer media business, DMG Media.

The Slaughters team was led by corporate partner Rebecca Cousin while an Ashurst  team led by corporate partner Braeden Donnelly advised JPIMedia Group.

Donnelly told Legal Business: ‘The sale of the i newspaper to Daily Mail was a significant first step for JPIMedia in realising value for bondholders. It is also part of a wider trend we are seeing in the UK print media market where consolidation is picking up pace as media owners respond to slowing print sales and increased competition from online alternatives.’

The deal was completed on 29 November. Ashurst previously advised Johnston Press on its acquisition of the i newspaper business from Independent Print Limited in 2016.

Meanwhile, DLA Piper advised Michelin on the sale of London-headquartered restaurant reservation business Bookatable to TripAdvisor company TheFork.

The acquisition allows competitor TheFork to consolidate in the United Kingdom, Germany, Austria, Finland and Norway meaning that 14,000 restaurants on Bookatable will join the 67,000 restaurants available on TheFork.

The DLA team was led by London partner Tim Wright and Paris partner Simon Charbit while an Allen & Overy team led by Richard Browne advised TripAdvisor.

The acquisition follows Michelin’s content and licensing partnership with TripAdvisor and its subsidiary TheFork. The partnership means that Michelin guide inspectors will be grading restaurants according to the ‘stars, bib gourmand and Michelin plate’ on the TripAdvisor and TheFork websites. 4,000 restaurants in Europe will also be available on TheFork and the Michelin Guide’s digital platform.

French firm Gide advised Michelin on the partnership with a team led by partner Guillaume Rougier-Brierre.

Elsewhere, Travers Smith has advised New York Stock Exchange-listed company Noble Corporation on the acquisition of its 50%interest in the Bully I and Bully II drillship joint ventures by a subsidiary of Royal Dutch Shell for a value of $166m.

Shell will pay a final cash settlement of roughly $59m of to Noble for its two drillships. Nobel, which owns and operates fleets in the offshore drilling industry, issued a note payable to Shell which satisfied a portion of the buyout price.

The Travers team was led by corporate partner Richard Spedding and Shell was advised in-house.

Finally, Addleshaw Goddard advised the promotional products company Pebble Group on its flotation on the AIM market with a fundraising value of £135m. It is the eighth IPO on AIM this year and the largest in terms of funds raised. The firm also advised on the £28m essensys listing in May and the £57m Brickability Group IPO in September.

The Addleshaw team was led by corporate partner Richard Lee. Lee told Legal Business: ‘What it means for the group is that they are no longer a private equity owned business and they no longer have the debt structure that goes with the private equity ownership. It gives them an improved balance sheet because the funds they raised in the IPO have been used to pay off the debt which they were previously carrying.

‘There were preferred share structures in there, plus loan notes, plus bank debts and the purpose of the fundraising for the company was to clear out that debt,’ added Lee.

The equity fundraise was managed by Berenberg with Grant Thornton acting as adviser. A London Bird & Bird equity capital markets team led by Adam Carling advised Berenberg as broker and Grant Thornton as nominated adviser.

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This article first appeared on Legal Business.

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Six City firms appoint BPP to deliver ‘super-exam’ prep courses amid education shake-up

BPP has been chosen by a consortium of six leading firms to provide Solicitors Qualifying Examination (SQE) preparation, as the City gears up for an incoming education overhaul.

The consortium is comprised of Freshfields Bruckhaus Deringer, Herbert Smith Freehills (HSF), Hogan Lovells, Linklaters, Norton Rose Fulbright and Slaughter and May.  BPP will now design an education and skills programme to train future trainees at the firms.

‘We were sceptical [of the SQE] but the time for those discussions is in the past,’ Hogan Lovells pensions partner Edward Brown told Legal Business. ‘Now we’re taking advantage of the deregulation.’

The existing education regime requires a student to hold a law degree (or non-law degree plus a graduate diploma in law) and a one-year Legal Practice Course (LPC) followed by a two-year training contract at a law firm. The SQE will uproot this model, with prospective solicitors instead needing only to hold a degree or equivalent, pass an exam divided into two parts and have two years of qualifying work experience from a wider group of employers.

The appointment by the consortium suggests the ongoing domination of legal education by BPP and University of Law (ULaw) will persist. In total three providers were considered by the firms before BPP was chosen, with some observers surprised University of Law was not appointed. However, in a potential challenge to the existing duopoly, Australia’s leading legal training outfit launched in the UK last week through The College of Legal Practice.

The six firms are also hoping candidates will sit the first and second parts of the controversial exam before entering the workplace, despite the Solicitors Regulation Authority’s suggestion SQE 2 should be sat after work experience.

‘It’s easy to complain law firms are being conservative and not moving with the times,’ HSF partner Tim West told Legal Business. ‘But this is a root-and-branch change to the training of lawyers and ensures they are prepared from day one.’

While the courses are still being designed by BPP, West and Brown suggested technology will receive greater emphasis in the new programmes. The firms will also be taking existing components of the LPC and further tailoring them to the requirements of City law.

BPP will deliver the new suite of programmes for prospective trainees from autumn 2021. Subject to changes made by the regulator, trainees will sit the SQE in or around November 2022. The first intake of trainees affected should be joining the consortium’s firms in spring 2023.

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This article first appeared on Legal Business.

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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.

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Dealwatch: Paul Hastings and Slaughters react on nuclear sale as Magic Circle duo imbibes Greene King takeover

August has proved to be active with big-ticket deals prompting inbound investment to the UK with the disposal of John Wood Group’s nuclear business to US-based Jacobs Engineering Group, as well as the sale of Greene King to Hong Kong’s CKA Group.

Paul Hastings advised Jacobs Engineering Group on its acquisition of John Wood Group’s nuclear business in the UK, Europe and the Far East for a cash consideration of roughly £250m.

The deal is part of Wood’s strategy to offload its non-core areas and to lower its debt levels following its acquisition of Amec Foster Wheeler in 2017. The deal is subject to conditions including competition clearance and is expected to close in the first quarter of 2020.

Jacobs, a New York Stock Exchange listed company, is a provider of technical services and has an expansion strategy for its complementary areas of aerospace, technology and nuclear.

The Paul Hastings team, led by London-based M&A partner Roger Barron, included managing partner Ronan O’Sullivan and M&A partner Matthew Poxon, both in London.

John Wood Group was advised on the transaction by a Slaughter and May team led by corporate partners Simon Nicholls and Filippo de Falco and included competition partners Lisa Wright and Bertrand Louveaux, pension and employment partners Padraig Cronin and Daniel Schaffer as well as data protection partner Rebecca Cousin.

Barron told Legal Business: ‘This is just the sort of deal that I joined Paul Hastings to do – transatlantic M&A for a major US company, where we can provide the sector expertise as well as deal execution capability on both sides of the pond.

‘Jacobs has a very clear strategy for using M&A to expand into profitable and complementary areas. This is seen as a good business and works well with their existing strategy. For this deal about 90% of the business is UK. You could see this as a US company being confident in the prospects of a UK business,’ added Barron.

Meanwhile, Linklaters won a lead mandate advising pub giant Greene King on its proposed £2.7bn sale to Hong Kong real estate group CKA, with Clifford Chance (CC) advising the buyer.

The 220 year old Suffolk-based brewery has around 2,700 pubs, restaurants and hotels nationally. Its acquisition follows the takeover of Ei Group by Stonegate Pub for £1.3m last month.

The Linklaters team was led by corporate partners Dan Schuster-Woldan and Nick Rumsby while Lee Coney and Nick Rees led the CC team which also included Alex Nourry (antitrust), Sonia Gilbert (employment) and Matt Taylor (real estate).

Norton Rose Fulbright advised HSBC, the financial adviser to CK Asset Holdings. CKA has agreed to the terms of the acquisition which include a 51% premium on the value of Greene King through its recently formed Cayman Islands based subsidiary CK Bidco.

The Norton Rose team was led by corporate partner Paul Whitelock.

Elsewhere a Ropes & Gray London team, led by private equity partner Philip Sanderson and finance partner Malcolm Hitching, advised private equity firm Duke Street on the acquisition of railway holiday provider, Vacation by Rail.

The US acquisition, funded partially by English law governed facilities, brought together the firm’s English and US law expertise. The deal follows the acquisition of Great Rail Journeys, escorted rail holiday provider, by Duke Street Capital from ECI a year ago.

Andrew Arons at Williams, Bax and Saltzman in Chicago acted for the sellers.

Sanderson told Legal Business: ‘The deal reflects an important trend of PE backed businesses like GRJ seeking growth in the US. This has become increasingly important for ambitious mid-market businesses where a strong European platform is proven and allows PE to support the next step into the US. We are regularly helping businesses in this way.

“The European summer deal market has been favourable for few in PE. The paucity of deals has naturally combined with high price for the deals that do come to market. The B word has left the market as uncertain as it has been for many years and so bolt ons for PE have become a popular means to generate activity from within the portfolio. Better what you know, is a factor in that, as well as the potential for economies and bargains from smaller strategically important deals.’

By Legal Business: [email protected]