When ;The Lawyer spoke ;to Carlsberg general counsel ;Ulrik Andersen in April, he was weeks away from completing the multibillion-dollar takeover of Scottish & Newcastle (S&N) – the UK’s largest brewer.
And he was badly in need of a holiday. The hotly contested takeover had been rumbling on for eight months while Carlsberg and Heineken ;carved ;up ;S&N’s international drinks empire.
“At the moment it is many, many hours a day,” says Andersen. “It is hard work, but you get used to it. You can see the light at the end of the tunnel where you hope life will go back to normal again.”
Andersen openly admits that Carlsberg’s in-house function has struggled to cope with the £7.8bn takeover. The sheer volume of work meant that Andersen’s team was almost completely reliant on its external advisers – Norton Rose in the UK, Kromann Reumert in Denmark, and Vinge in Sweden.
“You can’t gear your operation for a transaction like that, where you’re buying something that’s as large as yourself,” he says. “In a normal year the external legal spend is around £3m. I hate to think what it is at the moment.”
Since the deal was agreed in January, Andersen has been helping Carlsberg absorb the diverse parts of the S&N group it has managed to secure. These include Kronenbourg in France and the highly prized Baltika brewer in Russia, as well as beer brands in Vietnam, Greece and China.
While the takeover has already seen one high-profile casualty in the form of S&N’s general counsel Peter Kennerley, Andersen says there are unlikely to be significant changes in the legal functions taken over by Carlsberg. “They will run their own operations,” he explains. “I see no need to change the governance we have at the moment, where they deal with local issues and we deal with group issues.”
The group operates a simple legal hierarchy, with Andersen and his team of eight lawyers at the top handling group-wide issues from company headquarters in Denmark.
Below them, in each of Carlsberg’s numerous subsidiaries (such as Holsten in Germany), there are a total of between 20 and 30 more lawyers working on local matters. Only Carlsberg UK lacks a dedicated in-house lawyer. Its panel of firms, which features Bond Pearce, Tollers and Norton Rose, is run by a non-legal financial manager.
For group-wide corporate advice, Carlsberg shuns the panel approach. Instead Andersen handles each legal matter on a case-by-case basis, selecting the right firm for each one.
“Maybe you save money with a panel, but what you are really after is the right service,” he says. “We partner up with the most relevant law firm and train it to provide a tailor-made service for us.”
It is a system Andersen has championed since becoming Carlsberg’s top in-house lawyer in 2001. Before that he worked in private practice at two Danish firms: Dragsted and the extravagantly named Gorrissen Federspiel Kierkegaard. He also spent nearly two years as an associate at English firm Holman Fenwick Willan. So why did he decide to move in-house?”I felt like getting closer to the business and getting closer to business discussions,” he explains. “You feel much closer to the product than in private practice. You are really working for your own firm in a way.”
This ;philosophy ;is ;key ;to Andersen’s approach to in-house law and an integrated legal function. It means getting lawyers involved earlier on in the process – attending business meetings and identifying areas that might need attention in the coming months. “It is often hard work, but it is so different an approach to what we see in external law firms,” he says.
Andersen rates his success in this area as his biggest achievement at Carlsberg – aside from steering the company through one of the most complex takeovers of 2007.
“When I joined Carlsberg we didn’t have a group legal function – we had lawyers in different parts of the business. I took the initiative to set one up and to start professionalising it. That journey, and the quality we deliver, has been an accomplishment.”
Name: Ulrik Andersen
Position: General counsel
Industry: Beer and other beverages
Reporting to: Carlsberg chief executive Jorn Jensen
Turnover: £4bn-£5bnNo of employees: More than 30,000
Main external law firms in the UK: Bond Pearce, Tollers, Norton Rose
Ulrik Andersen’s CV
Education:1987: Copenhagen University
1988: MA International Law, Bristol University
Employment:1989-90: Associate, Holman Fenwick Willan, London
1991-94: Associate, Dragsted, Copenhagen
1995-96: Associate, Gorrissen Federspiel Kierkegaard, Copenhagen
1997-98: Director of legal affairs (Europe, the Middle East and Africa), DSC Communications, Copenhagen
1998-2008: General counsel (worldwide), Carlsberg
but after overseeing the £7.8bn purchase of UK brewer Scottish & Newcastle
Carlsberg general counsel Ulrik Andersen will be relishing a return to business as usual. By Kit Chellel