Awards preview: M&A team of the year
14 June 2004
Ashurst guided Yorkshire maverick Sir Ken Morrison through last year’s most high-profile deal – his acquisition of rival retailer Safeway. A team led by corporate partners Paul Gadd and Adrian Clark which also included competition partner Nigel Parr and in-house director of economics Mat Hughes beat the magic circle to get Wm Morrisons’ instruction and then helped the retailer to see off opposition from five other potential bidders. The deal involved a mammoth Office of Fair Trading investigation into supermarkets, which saw four offers referred to the Competition Commission, and only Morrisons was cleared. Ashurst completed the transaction using a tax-efficient scheme of arrangement, which appealed to Morrisons’ Yorkshire canniness.
Freshfields Bruckhaus Deringer
In a year filled with retail activity, Freshfields Bruckhaus Deringer won a first instruction from CVC Capital Partners, advising a consortium of CVC, Texas Pacific Partners and Merrill Lynch on their successful bid for ailing department store Debenhams. A Freshfields team led by Edward Braham, Brian Gray, David Ereira and Annette Bryon was involved in CVC’s strategy from the outset. The firm was brought on board before financial advisers and bankers were involved and steered the Baroness Retail consortium through one of the most closely-fought auctions of recent years, beating off Permira’s Laragrove consortium in the process, which had a close relationship with Debenhams’ management.
Gleiss Lutz’s mergers and acquisitions practice emerged from the shadows of Hengeler Mueller and Freshfields Bruckhaus Deringer in 2003 to advise Procter & Gamble on its €6.5bn (£4.3bn) takeover of Wella AG, the €3.1bn (£2bn) public takeover of Celanese AG for Blackstone and the €2.7bn (£1.8bn) acquisition of Messer Griesheim by Air Liquide SA. The Wella deal, led by Gerhard Wirth, confirmed the courts’ interpretation of the new Takeover Act on non-voting preference shares. The decision had major implications for the corporate structure of Germany’s companies and for its many existing preference shareholders. Crucially for Gleiss, it also allowed Procter & Gamble to keep Wella at the original bargain price it paid for the company.
Simmons tends to get the plaudits for the groundbreaking Northumbrian Water accelerated initial public offering process, but ask anyone at Collins Stewart or Deutsche Bank, and they will tell you that the deal could not have been structured without the right law firm on the other side. A Linklaters team led by Matthew Middleditch and Paul McNicholl advised Suez on the disposal of its 75 per cent interest in Northumbrian Water, which was by way of an auction process. The firm then represented Collins Stewart in its role as sponsor when Northumbrian was moved from AIM to the full list.
Simmons & Simmons
Like Ashurst, Simmons & Simmons beat off magic circle opposition to win a beauty parade in one of last year’s key deals. Deutsche Bank and Collins Stewart chose the City firm for its innovative bid for Northumbrian Water. A team led by Steven Bryan and Charles Bankes helped the broker to implement a groundbreaking deal structure. In a year where private equity houses and entrepreneurs continually walked away with the spoils and the main list was dead, Collins Stewarts’ accelerated initial public offering process shook up the market and, with the help of Simmons, provided a real way for investment banks and institutional investors to muscle in on the action.
Shearman & Sterling
Shearman & Sterling steered AngloGold through a political minefield to make the company’s merger with Ghana’s Ashanti Goldfields possible. A team led by Bonnie Greaves, George Casey and Adrian Knight carried out extensive negotiations with Ashanti, advised by Norton Rose, and its largest shareholder, the Ghanian government, over the merger of its national champion. The deal was finalised under the first scheme of arrangement used in Ghana. Shearman advised on the US and UK aspects of the deal and also coordinated the efforts of law firms in Australia, Ghana, South Africa and Zimbabwe.