Deal of the week – STANNIFER

Andersen Legal completes £235m Stannifer acquisition

Andersen Legal has won property company Stannifer as a new client and has advised on its acquisition of a £235m portfolio, after beating off competition from Clifford Chance and Rowe & Maw.
Stannifer entered into a joint venture with the Bank of Scotland to acquire the portfolio of four UK shopping centres from Great Portland Estates. Nabarro Nathanson project managed the sale for Great Portland, with property partner Nicholas Vergette leading the team. DJ Freeman, led by Edward Norman, also acted for Great Portland on two of the centres.
Stannifer company secretary James Blair, who was previously a lawyer at Steedman Ramage, appointed Andersen Legal and a range of other advisers to work on the different stages of this complex transaction.
Stannifer first entered a 50-50 joint venture with Corovest, a subsidiary of South African Company Coronation Holdings. The Stannifer-Corovest junior vehicle then entered a joint venture with the Bank of Scotland's structured finance and joint ventures team to create the Sapphire Retail Fund for the acquisition.
Blair, a specialist in corporate and banking, dealt with most of the legal issues involved in these transactions, assisted by Simon Brown at Scottish firm Anderson Strathern.
Alec Ohlsson of Jersey firm Olsens advised Stannifer's shareholders on the transaction.
Stannifer did not have a large UK adviser at the time the transaction was planned, prompting Blair to invite three firms to tender.
The Andersen Legal team, led by property head Keith Barnett, beat other contenders Clifford Chance and Rowe & Maw to win the significant instruction.
Blair said of the appointment: “Price was a factor, but I didn't go for the cheapest. Everybody will say that they can deal with this type of transaction, but you can normally tell quite quickly how often they do this type of work. When I spoke to Andersen Legal, they were genuinely knowledgeable about the work and what would be involved in it, and they were prepared to be flexible about how we moved forward.”
Andersen Legal's involvement with the Bank of Scotland was also influential. Barnett's team had previously advised the Bank of Scotland in connection with its involvement in the financing of London & Regional's acquisition of the £600m Woolworths portfolio from Kingfisher.
Andersen Legal's role included reporting on 350 leases on separate properties.
Barnett said: “In order to get the transaction done, we used more than 20 lawyers. Not only was there a huge property due diligence exercise, but we were acquiring various corporate vehicles. There was also a great deal of tax planning involved.”
Andersen Legal's relationship with the Bank of Scotland meant that this process could be speeded up considerably, with Barnett's team reporting straight to the bank. Scottish law firm Burness advised the Bank of Scotland, but based on reports issued by Andersen Legal.
Blair expects to instruct Barnett on development work relating to the four shopping centres.