Ian FitzSimons is the first legal eagle to reside in The Ark – the extraordinary building that houses Seagram’s UK headquarters in Hammersmith, west London.
Seagram’s business is split into two parts – spirits and wine, and entertainment. FitzSimons works solely for the European and African arm of Seagram Spirits and Wine Group (or Swig as it is known at the company).
Seagram Europe & Africa coordinates the company’s sales, marketing and distribution in 16 European countries and South Africa, as well as a number of joint ventures.
Its products include Chivas Regal and Glenlivet Scotch whiskies, Martell Cognac and Sandeman ports and sherries.
It also has the distribution rights to Perrier-Jouet and Mumm champagnes and Absolut vodka.
FitzSimons joined the company as its first European counsel two years ago from household products company Reckitt & Colman.
Before his arrival, outside counsel in the UK was managed from New York. FitzSimons says that there were two reasons for the creation of his post.
“One was the sheer volume of work. Putting it all to outside counsel or to New York was not sensible.
“They also thought that it would be beneficial to have somebody in-house who is aligned to the business objectives,” he says.
FitzSimons estimates that he does 70 per cent of the company’s legal work in-house.
“I work on major transactions which affect the region, which can be anything from an acquisition, disposal or joint venture to distribution, supply and licensing agreements. There is enough of that to keep someone busy,” he says.
FitzSimons instructs outside firms on major corporate transactions, litigation and IT and telecoms work. “I would definitely identify the lawyer rather than the law firm,” he says.
“Of course, some firms have got more depth and if you are dealing with a large transaction you look for a firm that can give you full support in all areas.”
The company’s main UK corporate adviser is Allen & Overy, where corporate partners Alan Paul, Jeremy Thomas and Mark Friend are the main points of contact. Freshfields also does corporate work for the company, though Allen & Overy is FitzSimons’ leading corporate firm.
Macfarlanes partners Jeremy Courtenay-Stamp, Willie Manners and Christopher Field advise on litigation, IP and property respectively.
Andrew Dunlop of US-based technology firm Shaw Pittman’s London office advises on telecoms and IT work.
“The London practice of the company’s main US counsel Simpson Thacher & Bartlett acts on transactions carried out under New York law,” says FitzSimons.
His main complaint about outside firms is when they do not deliver on time, though he stresses this gripe does not apply to any of the firms he instructs at Seagram.
Seagram used these firms before FitzSimons joined the company, but he has recently instructed Addleshaw Booth & Co, which was one of his favoured firms when he was at Reckitt & Colman. His point of contact there is banking partner Mark Chidley.
He says: “Being a regional firm, they offer better value for money and they have excellent lawyers. I know them well and I know exactly who to go to.”
He says that Addleshaws is likely to do work “at a level of transactions that falls below large corporate deals. We have just started using them, so there is not a lot of history to that relationship here”.
European firms he instructs include Gide Loyrette Nouel in France, Nauta Dutilh in The Netherlands, Bruckhaus Westrick Heller Luber in Germany, Ursa & Menendez in Spain, and Portuguese firm PLMJ.
Last year’s main deal was the sale of Perrier-Jouet and Mumm to venture capitalists Hicks Muse Tate & Furst for an undisclosed sum, on which Gide Loyrette Nouel and Shaw Pittman acted.
FitzSimons says: “It took a long time – about eight months from beginning to end. It was reasonably complex from a corporate point of view because we had to restructure the way some of the French businesses were organised and demerge Mumm and Martell.”
FitzSimons sits on the Europe and Africa regional management group, which meets once a month under the leadership of Tony Froggatt, president of the Europe and Africa operation.
“The group has both geographical and functional representation on it, including representation by me in terms of legal matters,” FitzSimons says.
Some of his colleagues were at first unconvinced that a lawyer’s opinion was worth building into business decisions.
FitzSimons says: “There was a bit of a culture of doing the deal and getting the lawyers to check it over at the last minute, which would obviously cause problems if you raised substantial problems at that stage.
“Happily we have moved away from that now, and there is a recognition of the benefit of using lawyers at the early stage of transactions and contractual matters.
“[Gaining colleagues’ trust] takes some time, especially when it is a new role, and that is what the last two years have been about.”
Head of legal and European counsel
Seagram Spirits and Wine Group
|Organisation||Seagram Spirits and Wine Group|
|Market capitalisation||£16.3bn (whole of Seagram)|
|Employees||10,000 worldwide at SSWG|
|Legal function||One lawyer in London, approximately 12 in New York|
|Head of legal||Ian FitzSimons, European counsel|
|Reporting to||Tony Froggatt, president of Seagram Europe, and Africa and George Bushnell, corporate counsel|
|Main location for lawyers||New York|
|Main law firms||Allen & Overy, Freshfields (corporate), Macfarlanes (property, litigation and IP), Shaw Pittman (IT and telecoms), Addleshaw Booth & Co, Simpson Thacher & Bartlett (US)|