Media floats draw firms

Top City firms Herbert Smith and Clifford Chance led the legal work on the multi-billion pound international flotations of cable company Telewest and satellite television broadcaster BSkyB.

The two deals could herald a series of major deals in the electronic media sector.

Cable business competitors are already thought to be planning similar floats to Telewest, and lawyers predict a growth of work in developing the associated multimedia sector.

Peter Brooks, Clifford Chance's corporate department head, says the cable companies face huge infrastructure spending as they establish themselves, and multimedia and communications are "in business terms logically an area that is right for lawyers to pursue".

Brooks says: "There will be an enormous amount of work for lawyers with the multi-media sector. There will be a lot of legal work to be done in the regulatory environment, a changing of business frontiers, and some corporate deals."

But he warns that competition will be tough. "My guess is that to pick up the spin-off work, you will need to be seen to be an expert."

Clifford Chance, with over five years' track record in the telecoms sector, fielded some heavyweight expertise on the Telewest deal, the first cable company to take a London Stock Exchange listing.

Corporate partner Mike Francis, who led the deal, brought a team from the firm's telecoms unit into the ring, headed by partner Liz Hiester.

Telewest's global offering of 216 million new ordinary shares saw the company valued at around u1.6 billion once dealing started.

The float was under intense time pressure and was a great achievement for Victoria Hull, the company's new general counsel, as well as for Clifford Chance.

Hull joined Telewest from Clifford Chance in June, and quickly began work on the offering. "The major challenge was the sheer scale of the thing. This was a huge transaction," she says.

Brooks says: "The deal was interesting because of a combination of three things: the global offering, the fact that there were two parent companies, and the long process of explaining the various UK SE requirements to US parties – that was an immensely time-consuming add-on."

Because US cable companies TCI and US West are the parent companies, arrangements governing their long-term relationship with Telewest had to be devised by lawyers.

New York firm Weil Gotshal handled US matters. Linklaters & Paines acted for sponsors Kleinwort Benson. US firm Sullivan & Cromwell acted for US financial advisers Morgan Stanley.

Herbert Smith faced similar challenges on the BSkyB float, which covered 100 jurisdictions worldwide.

BSkyB, valued at u4.5 billion post-flotation, was a major offer to institutional investors, with a retail offer of around 10 per cent. It was split 40 per cent UK, 40 per cent US, and 20 per cent to the continent and the rest of the world.

Herbert Smith's team involved contact partner Edward Walker-Arnott. Corporate partner David Foster led the work.

"From a standing start, we had to get the company in position to be floated in the space of just two and a half months. There was some quite complicated capital restructuring to do before we could float," says Foster.

Foster's team co-ordinated documentation, regulatory matters and flotation in the US and UK, working at speed around the clock.

Other partners working on the deal included Clive Barnard leading the banking team, Caroline Goodall led the underwriting team, and Elizabeth McKnight headed the team working on competition and regulation.