SULLIVAN & Cromwell, Rogers & Wells and Cleary Gottlieb Steen & Hamilton, three of New York's top corporate law firms, are acting as global legal advisers in the three-way French banking battle between Banque Nationale de Paris (BNP), Societe Generale (SocGen) and Paribas.
Most of Paris's leading merger and acquisition specialist boutique firms are involved (see table).
Freshfields and Linklaters are contributing UK regulatory advice to SocGen and Paribas, respectively, on their plans for a friendly merger.
At the same time, BNP is instructing Cleary Gottlieb and Simmons & Simmons in a hostile bid for the two of them. Cleary Gottlieb is also acting for Goldman Sachs – BNP's financial adviser.
Sullivan & Cromwell has arg-uably the leading legal role in the bid battle. The firm is acting for Societe Generale as global co-ordinator on the proposed Paribas merger, providing both US and French legal advice.
Top Paris M&A partner Pierre Servan-Schreiber, who is head of a team of 21 lawyers, including six partners, says: “We've cleared all the French regulatory hurdles and are in the process of obtaining approvals in 60 jurisdictions.”
Unusually, Sullivan & Cromwell is also advising SocGen and Paribas on their bid defence. Sullivan & Cromwell's strength in corporate litigation could become vital as the BNP bid develops.
“Alone, the SocGen-Paribas merger is an example of banking consolidation. But when you add BNP it becomes a complex and unprecedented situation. It's extremely exciting,” says Servan-Schreiber
Sullivan & Cromwell has pulled Rodge Cohen, one of the best-known banking lawyers on Wall Street, into its team.
All the lawyers involved are trying to guess what will happen next. “They're looking at all possible scenarios and solutions,” says Sevran-Schreiber.
The Bid Line-Up
Societe GeneralE law firms:
Sullivan & Cromwell (French & US counsel and global co-ordinator) led by Pierre Servan-Schreiber.
Darrois Villey (co-counsel) led by Jean-Michel Darrois.
Freshfields (UK regulatory matters) led by Phillip Richards.
Paribas law firms:
Rambaud Martel led by Jean-Pierre Martel.
Thierry Vassogne (co-counsel).
Rogers & Wells (US counsel).
Linklaters & Alliance (UK regulatory matters).
Banque Nationale law firms:
Bredin Prat (French counsel) led by Jean-Francois Prat.
Veil Armfelt (co-counsel) led by Jean Veil.
Cleary Gottlieb Steen & Hamilton (US counsel).
Simmons & Simmons (UK regulatory matters).