As the equity capital markets rocketed back into favour and global M&A saw at least a partial return to form, there have been some rich pickings for The Lawyer’s Corporate Team of the Year award shortlisted firms in 2014.
At its most promising moments, the corporate market has soared to some quite spectacular highs. Take Macfarlanes’ advice for Verizon Communications on its acquisition of a 45 per cent stake in Verizon Wireless, owned by Vodafone (2 September 2013).
Ringing in at $130bn, the deal was the largest in more than a decade. It was also the third-biggest M&A transaction and second-largest cross-border corporate deal in history. It involved the largest bond issuance ever, the largest break fee of all time and the largest return of value to shareholders ever seen in the UK.
The deal played host to a range of complex issues, including a reluctant seller, a huge number of individual shareholders, and a raft of regulatory issues. Not bad for a first time client instruction.
Refusing to be outdone, Cleary Gottlieb Steen & Hamilton broke some records of its own, advising Russia’s largest company Rosneft on the biggest acquisition in Russian history – the $55bn purchase of Russia’s third-largest oil company TNK-BP (22 October 2012).
The enormous transaction involved extensive regulatory issues, in jurisdictions ranging from Russia and the Ukraine to Venezuela and Brazil. The deal featured disagreements between various parties over crucial issues, and was extremely heavy on due diligence. In fact, Cleary needed to rifle through almost 100,000 individual documents as part of the process. No wonder Cleary fielded a 122-lawyer team on the transaction.
Also looking to Europe, Weil Gotshal & Manges had a hand in the first successful take-private by a private equity house in Switzerland. The firm advised clients Avista Capital Partners and Nordic Capital on their joint offer for Swiss-listed pharma company Acino Holdings for roughly £270m.
As one of only a handful of Swiss public-to-private transactions to occur in recent years, Weil needed to carefully navigate the Swiss Takeover Panel’s regulations – particularly those relating to the transaction’s funding. Part of the deal’s success came as a result of applying parallel UK precedents in order to keep the Panel on side.
Another shortlisted deal – the sale of a very British institution, Fulham FC, also had an imposing international element. On that transaction, business mogul Mohammed Al Fayed sold The Cottagers to Shahid Kahn, CEO of Flex-N-Gate Group and owner of the NFL’s Jacksonville Jaguars.
Squire Sanders scooped the lead role for Flex-N-Gate Group and the Jacksonville Jaguars, managing to close the entire deal in less than one month in particularly tricky circumstances.
Seeing as Fulham FC was already a significant client of Squire Sanders’ City base, the firm needed to implement a robust information barrier needed to separate those lawyers working for the club during the transaction from those advising the buyer.
In a remarkable achievement, outside of those lawyers working directly on the transaction, the firm managed to ensure that not a single lawyer or staff member knew of the sale of Fulham FC until it was announced in the media.
It wasn’t all M&A of course. No corporate round-up of 2013 would be complete without mention of IPOs, and in particular that of national treasure Royal Mail, which proved to be the year’s largest (12 September 2013).
As Royal Mail’s go-to adviser, Slaughter and May was a shoo-in for the prestigious mandate from day one. Working against a background of public scrutiny and expected national industrial action by employees, the transaction faced an exceptional set of challenges.
Slaughters advised the business on communications with its 150,000 UK employees. It also helped Royal Mail to piece together a priority offer and free shares award for eligible Royal Mail workers and some members of the UK’s armed forces.
Last but not least, Taylor Wessing earned its spot on the shortlist thanks to its advice for new client Tritax on the launch of its REIT (real estate investment trust), a structure ensuring it can acquire property at reasonable prices. The REIT was a grand success, raising £200m in its December IPO and since acquiring two further properties.
The deal makes serious headway in the UK’s REIT market, which has traditionally been under-developed in comparison to its multi-billion dollar market in the US.
The Corporate Team of the Year award is sponsored by Shilton Sharpe Quarry.