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24 June 2013
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11 June 2013
Every US law firm in London claims to be here because its clients asked it to. Every UK firm scoffs at the fact that more than 100 US-born practices have opened their doors in the City. If you are at a US firm that is not one of the 30 largest in London, then you are probably getting used to UK lawyers declaring gleefully that they have never heard of you.
Take Baker Botts, for example. Not the biggest name in the City, it has to be said. For those of you who are not entirely familiar with the firm, it is based in Texas and has 600 lawyers in offices worldwide. It has made its name in energy work, with clients that include such industry big-hitters as Shell and Exxon.
In London, where the firm has fewer than 20 lawyers, the managing partner is Antony Higginson, who is the former head of energy at Lovells. And before you shrug off the firm, you should know that it is currently facing a dilemma as to whether to storm into Europe. And you should also know that it has just pulled off one of the biggest M&A deals in Germany this year, and its client is about to become one of the most significant players in Europe's telecoms market.
Interested now? The deal in question is Deutsche Telekom's sale of six regional cable television companies to Liberty Media in a deal valued at euro5.5bn (£3.47bn). Colorado-based Liberty has paid for access to around 10 million customers, and if the deal receives competition clearance it will become one of the largest operators of broadband cable networks in the world.
And with Liberty comes Baker Botts. The client is consistently one of the firm's top five since it scooped it in the early 1990s. Then the firm hired a group of three partners from New York firm Shea & Gould - Elizabeth Markowski, Robert Murray and Frederick McGrath. Markowski and Murray had been at a now extinct firm Olwine Connelly Chase O'Donnell & Weyner, and while there had worked with Liberty's former parent TeleCommunications Inc.
The work moved with them to Baker Botts, where Murray and McGrath remain in the New York office. The pair advised Liberty on this deal in Germany, along with London-based partner Paul Landen. Markowski, helpfully, is now vice-president legal at Liberty.
The relationship between firm and client could hardly be closer. In the US, Liberty uses only one other firm, Sherman & Howard in Colorado. Baker Botts does all the client's public transactions, while Sherman does all the private company and joint venture work. The general counsel at Liberty Charles Tanabe used to be at Sherman... so you get the picture.
Clearly, a 20-lawyer office in London could not handle such a deal on its own. After consulting Baker Botts, Liberty instructed Freshfields Bruckhaus Deringer to advise on the German law aspects of its acquisition from Deutsche. Deutsche used Hengeler Mueller to advise, which unsurprisingly called in Davis Polk & Wardwell for US law advice.
At Freshfields, Frankfurt partners Burkhard Bastuck and Thomas Schmuck did the corporate work for Liberty, while regulatory partners Thomas Tschentscher and Angela Hildebrand and Brussels partner Frank Montag also advised.
Unusually, Freshfields and Baker Botts put together one team on the transaction and worked as co-counsel. Baker Botts did not just advise on US law, as Landen was a member of Freshfields' German law team and provided an insight on the client and its strategic objectives.
Freshfields had done a little bit of regulatory work for Liberty in the past, but nothing corporate. The client had also used Denton Wilde Sapte for some competition advice, but now that it is looking like it will become one of the biggest players in Europe, its choice of future advisers is unclear.
Baker Botts is struggling with the decision of whether to open more offices or send more lawyers to Europe to help Liberty. Landen admits that the firm has not become the international player that it wished it had. It is currently talking to Liberty about what role it will be able to play in the future.
So it is make or break time for the Texas firm, which just goes to show that you should never dismiss the firms you may never have heard of.