The Lawyer Awards corporate shortlisters defy the downturn
A wide range of deals in face of adversity creates contenders.
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Guy Norman, Clifford Chance
The past year has not been a vintage one when it comes to dealmaking, which makes the achievements of those firms that have made it onto the shortlist
for The Lawyer Awards Corporate Team of the Year all the more special.
Given the lack of activity for much of 2009-10, the striking thing about the list is the range of transactions present.
The original entries covered restructurings, rights issues, mergers and even that big beast of the 1980s corporate jungle, the hostile takeover.
Size may not be everything, but the year has seen at least two deals that it would be impossible to ignore and which have yielded shortlisted entries from three of the market’s traditional corporate heavyweights. The standout transactions were Lloyds Banking Group’s (LBG) record £13.5bn rights issue and Kraft’s headline-grabbing £11.9bn takeover of Cadbury.
The Kraft-Cadbury deal dominated the corporate landscape for several months and it comes as no surprise that the UK advisers on both sides of the table have made this year’s shortlist.
Clifford Chance looks to have recovered from a difficult couple of years by claiming the prize mandate for Kraft. The magic circle firm acted for the US food giant on both sides of the Atlantic on a transaction that would have stood out in any year, but especially in the current deal-starved environment.
Guy Norman cemented his place as one of the stars of the firm’s resurgent M&A practice for his work leading on the Kraft deal. London partners Rob Crothers and Patrick Sarch and partner Sarah Jones in New York were also heavily involved.
Norman - who describes the Kraft deal as “one of the most complex and innovative” - also features on another takeover that has helped catapult his firm to the head of affairs in the M&A market, acting alongside Lee Coney for Babcock on its recommended acquisition of VT Group.
After the wave of restructuring transactions that dominated last year’s award, Norman acknowledges that there is more of a spread to this year’s shortlist.
“There’s been less in the way of private equity deals and classic M&A,” he says. “It’s been a bit scrappier and people have had to be a bit more versatile in their work.”
On the other side of the table on Kraft-Cadbury was Slaughter and May, whose stubborn defence helped earn an extra £2.1bn in value for Cadbury shareholders.
M&A partners Steve Cooke, David Watkins and Tim Boxell led the Slaughters team for the iconic UK chocolate maker, mounting a defence campaign against the bid from Kraft that, while ultimately unsuccessful, saw the offer price move from an initial 717p per share to an ultimate sale price of 850p. Their colleagues, partners Mark Horton and Roland Turnill, acted on the sale of another iconic UK asset, advising Global Infrastructure Partners on the £1.4bn acquisition of Gatwick Airport.
The third of the big-hitters on this year’s list, Linklaters, owes its place to the work it undertook on the LBG rights issue. The magic circle firm’s team was led by corporate partners Jeremy Parr - now global corporate head - and Matthew Bland. The capital-raising exercise also featured a £9bn deal offering bondholders the opportunity to buy contingent convertible notes, known as CoCos.
Away from the top table the flat market has offered an opportunity for other firms to demonstrate the versatility of their corporate practices. Olswang has earned its place on the back of a trio of deals, starting with its work for Liberty in acquiring UK insurer Pearl Group.
The transaction involved more than 30 lawyers from across several Olswang teams and was led by corporate chief Fabrizio Carpanini. He says his firm’s inclusion in the shortlist shows that “there is space for the Olswangs of this world”.
“It’s about demonstrating that we have the strength in depth to handle several good deals at the same time,” he says. “The other pleasing aspect was the fact that it took us to an area that the firm hasn’t done a large amount of work in before.”
In a year when private equity deals have been largely conspicuous by their absence, SJ Berwin’s role advising Apax Partners on a $956m (£632m) investment by the Chinese Investment Corporation (CIC) stands out.
It has been a difficult year for SJ Berwin, with the firm’s emphasis on funds and real estate seeing it suffer more than many of its peers during the recession. But this deal, which saw a team led by corporate head Steven Davis alongside funds partners Michael Halford and Nigel van Zyl devise an innovative means for existing investors to scale back while allowing for new investment from the sovereign wealth fund, shows it is still one of the go-to firms for private equity houses.
Ashurst’s work with National Express over the past year included seeing it stave off multiple takeover approaches, deal with the losses of its flagship rail franchise and its chief executive, and negotiate a £375m rights issue that was opposed by its largest shareholder.
Steven Fox led the Ashurst team for National Express throughout the turbulent year, which culminated in last November’s cash call, used to pay down some of the bus and train operator’s mounting debt. Fellow corporate partners Daniel Bushner and Jon Earle, alongside transport partner Lee McDonald, also played major roles.
Norton Rose is the last firm on The Lawyer’s shortlist for 2010, with its standout deal being the merger between mobile phone companies Orange and T-Mobile, for which it advised Orange owner France Télécom. In a deal that will create the largest mobile phone operator in the UK, Clifford Chance again got in on the act, advising T-Mobile parent Deutsche Telecom.
The Norton Rose team was led by corporate partner Chris Pearson and communications partner Oliver Stacey.
The range of deals on show in this year’s Lawyer Awards reflects a corporate market that is still fractious, but one in which innovation still manages to stand out. There is also some evidence in the shortlist for the long-awaited return of an M&A market, albeit a muted one.
