Northern Foods

Northern Foods is just beginning to see the light at the end of the tunnel. After experiencing a spectacular downturn in share value at the end of last year – its stocks are now worth half the price of its 1998 peak – the company has restructured and the City predicts that it will deliver profits of £106m by March next year.

The drop in share value can be attributed to a number of factors, not least being hit by some of the fallout in sales from its largest customer, Marks & Spencer, which has been grappling with disintegrating profits over the past 18 months.

Northern Foods has emerged from the mire by divesting itself of a number of divisions including the demerger of its Express Dairies unit in 1998.

However, the company has also consolidated its position in the food producer and processor sector by buying Cavaghan & Gray in 1998, while the following year it acquired a further 75 per cent share in Fletcher’s Bakeries.

For the demerger of its dairy business and the Cavaghan & Gray purchase, Carol Williams, head of legal at Northern Foods, turned to Ashurst Morris Crisp.

She says: “If it’s a big acquisition we use the London lawyers. We use Ashursts on an as-and-when basis and we would negotiate the deal before it started.”

As well as employing the services of Ashursts on corporate, the company turns to Linklaters & Alliance, which it also uses for advice on share schemes.

However, Northern Foods is not exclusively tied to City firms, as it uses Walker Morris for litigation work. But Williams says: “We are not a particularly litigious company. We generally wouldn’t litigate unless we absolutely had to. Bearing in mind the relationships we have with the leading retailers, it wouldn’t come to that.”

Commenting on the mix between City and regional firms, Williams says: “We use regional firms where we can. We use the bigger ones when we do the bigger deals. A larger firm often has a big team that it can throw at a job at a moment’s notice. Small firms can’t often do that.”

However, Northern Foods will also outsource work to niche firms such as Andrew M Jackson & Co and Leeds firm Lupton Fawcett, which recently dealt with some health and safety issues for the company.

Williams says: “Some of the smaller firms have certain individuals who are very good and can offer a particular expertise.”

While the in-house department has a preferred list of suppliers, Williams says that the company does not have a set panel of firms.

For example, Garretts recently provided the company with tax advice, although it is not a firm Northern Foods uses on a regular basis.

Williams thinks that this approach to legal advice allows her more freedom to pick and choose from the cream of the crop, without being tied to any specific firm.

She says: “We have certain firms that provide us with a service. If they don’t provide us with a service, we go elsewhere. We are not tied contractually to them at all and we only stick with firms if they perform.”

Williams demands a lot from her external firms and expects them to provide her with the same quality of advice that the in-house team provides for the company. If the chosen firm does not live up to her expectations, she has no qualms about looking elsewhere.

She says: “If I’m paying for a service, then I expect to get a service. If we find someone who can offer good specialist advice that one of our other providers can’t, at a competitive price, then we wouldn’t be adverse to moving.”

Williams adds: “I look for a firm that is prepared to work hand-in-hand with the internal team and not against them. It’s about more than just good communication. It’s a personality-driven relationship; if I get on well with someone and I trust them, then it works well.”

The department outsources about 50 per cent of its legal work but will deal with matters such as employment issues internally.

For the larger projects Williams expects to meet the external advisers several times each week. But she says that when a large corporate deal arises, the in-house team keeps a tight rein on the progress of the transaction.

Acting mainly as an interpreter between Northern Foods’ management and the firms, the in-house team also oversees the progress of each project and ensures that the company’s specific needs are being met.

For the moment, the in-house team is concentrating on the requirements of the company, despite its underperforming stock. Williams says: “As far as [Northern Foods] is concerned it’s business as normal and we are pressing ahead. We are an undervalued stock at present, but we continue to actually post good returns.”

She adds: “I think we’re never going to burn any bridges because the trouble at the moment is that we’re not in an exciting part of the stock market. But if you’re looking for good, solid performance, then that would be us.”
Carol Williams
Head of legal
Northern Foods

Organisation Northern Foods
Sector Food producers and processors
FTSE 250 ranking 137
Market capitalisation £663m
Employees 22,000
Head of legal Carol Williams
Reporting to Julian Wild, company secretary
Legal capability Four lawyers
Main location for lawyers Hull
Main law firms Ashurst Morris Crisp, Linklaters & Alliance, Walker Morris and Andrew M Jackson & Co