Allen & Overy
Led by Francis Bridgeman and Chris Andrew, Allen & Overy (A&O) advised a number of parties on the £1.3bn restructuring of the Drax power plant. More than 100 lawyers worked on the deal, preparing concurrent schemes of arrangement in the Cayman Islands, Jersey and England. Tax issues were a crucial component, as were listed bonds within the structured financing. The deal had to be completed before the end of the year, creating tight time constraints, following the withdrawal of the original sponsor AES in August. A&O’s project management skills – honed on Marconi – were at a premium.
Nigel Ward’s leveraged finance team has had a strong run. Then, last year a cross-border team from Milan and London advised the underwriting banks on the sale of Seat Pagine Gialle from Telecom Italia, the biggest LBO of 2003. Its other landmark deal of 2003 was a domestic one, advising Lehman Brothers, RBS and CSFB on Focus Wickes. It was the first issue of mezzanine notes, and it caught the imagination of the market.
Amidst a slew of cross-border leveraged finance deals, Clifford Chance had a particularly strong run in Germany. One transaction of note was the €1.47bn (£973m) financing of Brenntag, where partner Malcolm Sweeting advised Goldman Sachs and Citigroup on a groundbreaking triple-layer debt structure involving second liens – common in the US, virtually unheard of in Europe. As if to underline Clifford Chance’s LBO credentials, banking head Mark Campbell advised the Loan Market Association on the production of the European leveraged loan market’s first-ever standard form agreement. But the crowning moment was the firm’s capture of the massive debt finance mandate on Philip Green’s bid for M&S – the biggest ever in
Latham & Watkins
Latham & Watkins built strongly on its high-yield franchise this year, most notably with Focus Wickes, one of the standout deals of 2003. That deal, where a Latham team led by Bryant Edwards advised Royal Bank of Scotland (RBS), saw the birth of a new hybrid debt instrument in the shape of the mezzanine note. There was more innovation on Cognis, where the team acted for Goldman Sachs and JPMorgan on the first second lien deal done in Europe. Latham also managed this year to broaden its high-yield representation away from investment banks such as RBS, Credit Suisse First Boston and Goldman Sachs to advising corporates and sponsors, such as BC Partners on TeleColumbus and Apollo, and Soros and Goldman Sachs PIA on Cablecom.
Norton Rose’s Islamic finance team has been leading the way in an ever-developing area over the past year. Notable deals include working for the Islamic House of Britain in its application to the Financial Services Authority for a banking licence. The bank, which will become the Islamic Bank of Britain when operational, will be the first Western Islamic deposit bank. Another innovation last year was the creation of the first Islamic forfaiting fund for West LB. The team comprises experts on sharia law, governing the use of debt in Islamic finance, and they have also advised on several real estate and aviation deals.
Sidley Austin Brown & Wood
Sidley Austin Brown & Wood’s structured finance practice is one of the few to challenge the elite UK firms, and its capture of ex-Clifford Chance securitisation head John Woodhall has only strengthened it further. 2003-4 saw a series of firsts for Graham Penn’s team. It advised Morgan Stanley on the £813m issue for Broadcasting House – the largest-ever single-asset and single tenant securitisation in Europe. It advised Goldman and Citigroup on HBOS’s groundbreaking issue of a covered bond – the first under English law. Topping it all for technical innovation was Khronos – again for key client Morgan Stanley – the first cross-border commercial mortgage-backed securitisation (CMBS) to achieve a true-sale structure.