First-quarter M&A results: Freshfields and CC excel

Sanofi-Synthelabo’s €53bn (£35.28bn) hostile bid for Aventis has dominated Mergermarket’s M&A deals tables for the first quarter of 2004, with 16 firms boasting a role on the mammoth deal.

In Germany, the hostile bid has impacted on the M&A market to such an extent that nine of the top-20 firms have entered Mergermarket’s German M&A tables solely on the strength of their roles on the bid.

Freshfields Bruckhaus Deringer topped the German M&A tables, advising on 15 deals with a combined value of just under €56.6bn (£37.67bn). The bulk of the value was thanks to the firm’s role for BNP Paribas and Merrill Lynch as acquisition finance underwriters on Sanofi’s bid for Aventis.

Meanwhile, Herbert Smith’s German best friend Gleiss Lutz ranked second, pulling in seven deals with a combined value of just under €55bn (£36.61bn). However, Gleiss Lutz head of corporate Gerhard Wegen admits that the result is largely thanks to the involvement of Herbert Smith’s London and Paris offices for Merrill Lynch, again on the Sanofi hostile bid.

Germany’s blue-chip corporate powerhouse Hengeler Mueller was not involved on the Sanofi bid, but was ranked second in deals by volume, advising on 12 announced M&A transactions for the first quarter.

Sanofi aside, one of the largest German deals this year was the acquisition of the German, UK and US operations of industrial gases manufacturer Messer Greisheim by Air Liquide. The deal saw indigenous German firms take centre stage. Gleiss Lutz acted for the bidder, while Hengeler advised the majority shareholders of Messer Greisheim and Freshfields acted for Messer Industrie GmbH, which is also a shareholder in the bidder.

In Italy, US firms have dominated the deals tables by value. Cleary Gottlieb Steen & Hamilton stormed to the top of the Italian rankings on the strength of its work on two of the major deals in the market. The firm is advising Gucci on its acquisition of the remaining 30 per cent it did not already own in Italian shoe manufacturer Sergio Rossi, and is advising Maire on its acquisition of Fiat’s 70 per cent stake in Fiat Engineering.

However, Cleary’s role on the Fiat deal was limited to antitrust advice only. Italian firm Studio Di Porto were the main corporate advisers to Maire, while Norton Rose acted for Fiat.

A single transaction – the €526m (£350.1m) acquisition of Cole National Corporation by Italian sunglasses company Luxottica Group – has ensured the presence of five US firms in the Italian M&A deals table. Luxottica instructed Winston & Strawn, while Cole National Corporation used Wachtell Lipton Rosen & Katz. Sullivan & Cromwell acted for Goldman Sachs as financial adviser to the bidder and Gibson Dunn & Crutcher advised Lehman Brothers as financial adviser to Cole National Corporation.

DLA’s acquisition of Coudert Brothers’ Milan office last year has seen it move into fourth place by volume of deals and into eighth place by value.

With the exception of Sanofi, M&A activity in Europe has been quiet compared with the first quarter of 2003, but in the US lawyers enjoyed a strong first quarter. The top three M&A firms advised on more North American deals in the first quarter of 2004 than during the whole of last year.

Wachtell, the firm advising Walt Disney on its defence against Comcast’s $66bn (£35.6bn) hostile bid, has stepped into top place, advising on $187bn (£100.87bn) worth of North American M&A deals.

Sullivan & Cromwell follows, acting on 26 deals worth $183bn (£98.72bn), while Simpson Thacher & Bartlett takes third spot, advising on 24 deals worth $160bn (£86.31bn). Their nearest competition came from Skadden Arps Slate Meagher & Flom in fourth place, advising on 26 deals worth $80bn (£43.15bn).

Clifford Chance was the only UK firm to make it into the US top 10, advising on 17 North American merger transactions with a total value of $72.6bn (£39.16bn).

Mergermarket league table (by value) of legal advisers advising on transactions in Italy worth over €5m (£3.3m) in the period 1 Jan 2004-26 March 2004
Rank 2004 Rank year-end Dec 2003 Firm Value €m (£m) No of deals
1 14 Cleary Gottlieb Steen & Hamilton 1,147 (763.4) 2
2 10 Clifford Chance 616 (410) 5
3= n/a Gibson Dunn & Crutcher 526 (350.1) 1
3= 112 Jones Day 526 (350.1) 1
3= n/a Sullivan & Cromwell 526 (350.1) 1
3= 6 Wachtell Lipton Rosen & Katz 526 (350.1) 1
3= n/a Winston & Strawn 526 (350.1) 1
8 4 Allen & Overy 130 (86.5) 1
9 n/a Paul Weiss Rifkind 105 (69.9) 1
10= 119 Norton Rose 81 (53.9) 1
10= n/a Studio Di Porto 81 (53.9) 1
10= n/a Studio Signori 81 (53.9) 1
Source: Mergermarket

Mergermarket league table (by value) of legal advisers advising on transactions in Germany over €5m (£3.3m) in the period 1 Jan 2004-26 March 2004
Rank 2004 Rank year-end Dec 2003 Firm Value €bn (£bn) No of deals
1 1 Freshfields Bruckhaus Deringer 56.6 (37.67) 15
2 8 Herbert Smith, Gleiss Lutz, Stibbe 54.99 (36.6) 7
3 85 Bredin Prat 54.74 (36.4) 2
4 2 Clifford Chance 53.19 (35.4) 7
5 4 Linklaters 52.68 (35.06) 6
6 140 Nörr Stiefenhofer Lutz 52.07 (34.66) 3
7= 74 A&L Goodbody 52.06 (34.65) 1
7= n/a Arnold & Porter 52.06 (34.65) 1
7= 67 Darrois Villey Maillot Brochier 52.06 (34.65) 1
7= n/a Rambaud Martel 52.06 (34.65) 1
7= 10 Skadden Arps Slate Meagher & Flom 52.06 (34.65) 1
7= 86 Sullivan & Cromwell 52.06 (34.65) 1
7= n/a Veil Jourde La Garanderie 52.06 (34.65) 1
7= 52 Wachtell Lipton Rosen & Katz 52.06 (34.65) 1
7= 32 Willkie Farr & Gallagher 52.06 (34.65) 1
Source: Mergermarket