Freshfields and Linklaters have landed the lead roles as Barclays takes over ING Direct UK, the UK online banking arm of Dutch financial services group ING.
Freshfields acted as counsel for ING and provided corporate, regulatory, antitrust, intellectual property, IT, employment pensions and benefits, tax and real estate advice. The team was led by co-head of the firm’s international asset management group Matthew Cosans and Claire Wills, head of the firm’s retail sector group.
Linklaters advised Barclays on the deal, with a team led by corporate partner William Buckley, corporate managing associate Dominic Kendal-Ward and TMT managing associate Georgina Kon.
A team from Addleshaw Goddard worked alongside the teams from Barclays M&A Legal and Linklaters providing due diligence, disclosure and specialist consumer financial regulatory support. The was led by corporate partner Mike Duggan and included financial regulatory legal director Rosanna Bryant and corporate managing associate Andrew Jackson.
The deal will see Barclays take over ING Direct UK, which includes 750 employees, £10.9bn of deposits and £5.6bn of mortgages, and will involve the transfer of 1.5 million customers to Barclays. The transaction follows recent efforts by the Dutch group to increase its capital level, including the recent sale of the Canadian arm of ING Direct to Scotiabank for C$3.1bn (£2bn).
Under the terms of the transaction ING will effectively pay Barclays to take the business through purchasing loans at a three per cent discount to their face value, thus incurring ING a €320m (£200m) post-tax loss on the deal. However, the loss for ING on the deal will be offset by an estimated capital release of €330m (£206m).
Background to this deal:
Both Linklaters and Addleshaws have acted as long-standing counsel to Barclays.
Freshfields has acted for ING on a host of deals, including being retained to advise the group on all EU and competition matters in connection with the restructuring of its banking and insurance operations.
For more on Barclays’ relationships with law firms, see feature