Freshfields Bruckhaus Deringer
This three-in-one restructuring deal for Invensys saved the automation and controls group from certain demise. To repair a balance sheet groaning with debt, much of which was just about to mature, a £2.7bn package was constructed, including an open offer, a bond issue and a syndicated bank facility. Freshfields’ team, led by finance partner Edward Evans and corporate partner Ben Spiers, had a race against time to help put together the three inter-conditional strands to the refinancing within a two-month period.
Fried Frank Harris Shriver & Jacobson
Fried Frank was plunged in at the deep end on its first corporate deal for NTL. It arranged a $1.4bn (£764.2m) rights issue, the year’s largest US Securities and Exchange Commission equity offering by a European company, and one of the biggest capital-raising exercises of a company with a primary US listing, over the past decade. With just a matter of weeks to get to know the intricacies of NTL, Fried Frank’s transatlantic team, led by restructuring group head Brad Eric Scheler and corporate partner Jeffrey Bagner, pulled it off. The firm was also heavily involved in the subsequent notes offering, including an innovative debt structure allowing NTL, through the ring-fencing of the company’s mast business, wider flexibility for future capitalisation.
Hammonds’ concerted push into Europe over the past three years enabled the firm to complete the joint acquisition of Germany’s Grundig. Following Grundig’s insolvency last year, Hammonds, on behalf of the UK’s Alba and Turkey’s Beko Elektronik, was charged with negotiating with administrators across 14 jurisdictions. The year-long transaction required Hammonds to deal with a plethora of separate inter-creditor agreements while helping its clients to edge closer to the final purchase. Thrown in for good measure was a range of antitrust hurdles that the nine-strong team, led by Birmingham-based corporate partner David Hull, overcame, achieving clearance for the e90m (£59.6m) deal.
A triumphant turn by Norton Rose saw the firm handle one of the most complex reorganisations of 2003. The restructuring of Drax’s seemingly insurmountable £1.3bn debt mountain involved corporate partners Laurence Levy and Mark Bankes’s team negotiating with a huge number of different parties to satisfy each of their interests. As a former adviser to the company, Norton Rose re-entered the fray in August just days before US parent company AES Corp exited the already advanced transaction. With the end of 2003 slated as the completion date, Norton Rose worked to finalise the scheme of arrangement, in between which the firm managed an ultimately failed auction to put in place a deal which saved the investors and the company itself.
Travers Smith Braithwaite
In a deal that defies categorisation, Travers’ role as adviser to the UK settlement agency CRESTCo exemplified its cross-practice strengths in corporate, finance, contractual, regulatory and legislative law. Travers drove CRESTCo’s transition from a century-old, paper-based money market to an electronic-based system trading in short-term bonds in just four years. Given the size of the transaction, Travers’ team comprised just five lawyers, led by partner Mark Evans, who dematerialised a money market worth £160bn annually. Following consultations with the Treasury and various City regulators, Travers executed the final stage of the deal, the migration of paper to electronic securities, in four ‘mini-bang’ phases at the end of 2003.
It would be easy to assume that, after acting for private equity-backed directories business Yell on its first abortive flotation in 2002, a second attempt would be a breeze. Not so. For Weil Gotshal’s London office the second trip to the London Stock Exchange for Yell involved not only the £2bn float, but a complete restructuring of the company and a refinancing, which were all completed in just three and a half weeks. A core team of 25 Weil Gotshal lawyers undertook the restructuring, which involved dealing with complex tax issues in three jurisdictions, spanning the UK, the US and Germany. The result? Renewed confidence for private equity houses to exit investments via a stock exchange.