The ‘Digital Britain’ report and Ofcom’s recent Sky competition proposal are keeping Virgin Media general counsel Bryan Hall very happy.
Bryan Hall prides himself on being a working general counsel. But then with so much work coming through his legal team, the Virgin Media lawyer is bound to get his hands dirty.
The result of the 2006 merger of Telewest Global and NTL, Virgin Media soon acquired Virgin Mobile, giving it the full ‘quad play’ of telephone, broadband, TV and mobile.
Over the past 12 months the legal team has worked on a $1bn (£620m) convertible note transaction, a $1bn European and US high-yield bond transaction, litigation with BSkyB (settled in November 2008), an ongoing patent lawsuit in the High Court and ongoing litigation over Sky’s stake in ITV.
A US-trained lawyer, Hall is well-placed to serve this US company – Virgin Media is listed on Nasdaq despite making almost all of its money in the UK.
The legal team, based entirely in the UK, houses some unusual parts of the Virgin Media business. Along with the traditional legal plus regulatory and competition, it also handles government affairs (more on that later) and media relations.
Outside the more traditional legal work, Hall has been working on responses to the Government’s ’Digital Britain’ report, which was published last month. The report sets forward a plan to increase the UK’s access to broadband and digital media and boost its position as a leading digital economy.
Unsurprisingly, Virgin Media is in favour of Government declarations to improve the country’s communications economy, and largely agrees with the report’s conclusions. But, says Hall, the devil is in the detail.
“We’re very engaged in analysing the report so Digital Britain can be implemented,” he says. “We’d like to help because we see it as a noble and useful venture. There’s a lot of work for us in trying to understand what laws will be needed. It’s the kind of thing that makes it feel really good to work at Virgin Media at this time. It’s an outstanding opportunity for lawyers to get involved in fascinating and high-profile work.”
But there is another, more pressing issue that demands the team’s attention. A recent Ofcom report has shaken up the satellite TV market by proposing that Sky lowers its charges for rival broadcasters to air its premium channels (The Lawyer, 6 July). Sky has come out fighting, rejecting Ofcom’s “approach, analysis and conclusions”, but its major rivals, BT and Virgin Media, welcome the findings.
Hall has two lawyers and the public relations group working on the 600-page report, working out what it means for Virgin and how to plead the company’s case. It now becomes easier to understand why the media relations department sits within the legal team’s remit.
Hall, himself a smooth media operator, will not be drawn on the ongoing battle between Sky and its rivals. He does, however, want the regulator to act on its findings.
“It’s not about one company or another – the winner is the consumer,” he argues. “The result we want will be good for a lot of companies. To establish where the market is failing is very complex for lawyers.”
To cope with the workload, Hall’s internal budget is £25m-£30m a year. This pays for 48 lawyers and 27 support staff, along with several senior lawyers from private practice, including Shearman & Sterling and Deloitte, plus former NTL group legal director Robert Mackenzie and, most recently, Charlotte McMillan, an SJ Berwin partner who joined in May.
Around £7m-£10m of Hall’s budget goes towards external legal fees, with Hall using Fried Frank Harris Shriver & Jacobson’s London office for corporate work, board governance, finance, tax and M&A; Ashurst for regulatory, competition and litigation; Simmons & Simmons for commercial work and patent litigation; and Charles Russell for litigation and commercial work.
The high-profile shaping of the telecoms market, the refinancing in a recession, the acquisitions – all this variety is not lost on Hall, who speaks passionately about his company and the role of lawyers within it.
“I feel very good about what we do,” he says. “I like the opportunity to do both traditional lawyering and shape the business.”
Name: Bryan Hall
Organisation: Virgin Media
Position: General counsel
Reporting to: Chief executive Neil Berkett
Company turnover: £4bn
Number of employees: 14,000
Legal team: 75 (48 lawyers)
Main external law firms: Ashurst, Charles Russell, Fried Frank Harris Shriver & Jacobson, Simmons & Simmons
Total legal spend: £7m-£10m
Bryan Hall’s CV
1980-85: BA in linguistics, University of Wisconsin
1985-87: Juris Doctor, magna cum laude, Indiana University
1987-97: Associate attorney, Lord Day & Lord (now Morgan Lewis & Bockius)
1998-2001: Associate attorney, Fried Frank
2001-04: Partner, Fried Frank
2004-present: General counsel, Virgin Media