Freshfields and Slaughters advise on Henderson’s Gartmore acquisition

Freshfields Bruckhaus Deringer and Slaughter and May have landed the lead mandates advising on Henderson’s purchase of fellow fund manager Gartmore.

Slaughters acted for Henderson, fielding a team led by corporate partner Nilufer von Bismarck and also featuring corporate head Frances Murphy, finance partner Matthew Tobin, tax partner William Watson and competition partner Bertrand Louveaux.

The transaction, an all share offer that values the target at £335m, marks the first time Henderson has used Slaughters on a deal. The fund manager has traditionally turned to Freshfields, which was conflicted out of the deal after already being instructed on the sale side.

Corporate partner Stephen Revell led the Freshfields team acting for Gartmore. He worked alongside senior partner Will Lawes, corporate partner Ben Spiers and finance partner Neil Falconer.

Revell and Lawes first acted for Gartmore on its £250m IPO in November 2009 (30 November 2009).

Henderson, whose parent Henderson Group is listed in London and Australia, also turned to regular Australian adviser – and Slaughters best friend – Allens Arthur Robinson, with Sydney corporate partner Alex Ding taking the lead role. Carey Olsen corporate partner Mike Jeffrey advised on Jersey constitutional matters.

Cayman domiciled Gartmore is not governed by the Takeover Panel’s code, meaning that counsel had to create a new version of the code specifically for the deal.

“We constructed our own regime about how to apply the code,” said von Bismarck. “It was interesting because we had to find a mechanism that would have the same effect.”