Clifford Chance wangles dual role as Willkie Farr scoops CVC

Clifford Chance‘s conflict in the tightly fought battle for Germany’s Viterra Energy Services has left the door open for Willkie Farr & Gallagher to gain a foothold with private equity giant CVC Capital.

The US firm’s German office was instructed to act for winning bidder CVC on the e930m (£647m) public-to-private takeover of Viterra Energy, a subsidiary of Viterra AG, which in turn is a division of energy giant E.ON.

Clifford Chance was instructed by Permira, one of five potential bidders for the company, which prevented it from advising long-time client CVC on the deal, although the firm did set up Chinese walls to allow it to act for CVC on the financing aspects of the transaction. Clifford Chance primarily ran this side of the deal from its London office, while its work for Permira took place at the German branch.

CIBC World Markets and Goldman Sachs, which also coordinated the deal for E.ON, provided debt financing on the purchase.

Thomas Heymann, managing partner at Willkie Farr’s German operation, who led a six-strong team on the deal, previously enjoyed a relationship with CVC in his former role as managing partner at Clifford Chance Pünder.

Since moving to set up Willkie Farr’s German office in October 2000, the firm has acted on just one transaction involving CVC.

However, although Heymann acknowledged that Clifford Chance was “high up on the list” of law firms first contacted by CVC, he added: “We hope to be high up there on that list as well.”

The complex transaction, which began in earnest in January, saw five bidders fight for control of Viterra Energy.

As well as CVC and Permira, other bidders included Cinven, represented by Hengeler Mueller, HBoS, advised by SJ Berwin, and Industrial Capital, which used CMS Hasche Sigle.

Freshfields Bruckhaus Deringer leveraged off its strong relationship with E.ON when it was retained by Viterra Energy on the deal. E.ON uses a number of law firms in Germany, although it predominantly instructs both Freshfields and Shearman & Sterling.

Axel Epe, co-head of the global corporate practice at Freshfields, said: “Even in the early days, E.ON had a deep relationship with two firms in the region, and in fact a lot of the larger German industrial conglomerates make sure they have at least two relationship firms.”