IFLR 1000
The Guide to the World's Leading Financial Law Firms

Market perception is that A&L Goodbody is undisputedly one of the leaders in the field of capital markets. Competitors verify that the firm's debt offering remains one of the best in this area and several believe it is superior to some of the firms who share its ranking. On the equity side, doubts about the firm's visibility on the market have been allayed recently as peers note an increase in activity: "There was a query over them on the equity side over the last couple of years but they did come back and have done some deals and they have some very good people there," says one partner.

To say the equity market work has been scarce in Ireland would be generous. The majority of it has been born out of the crisis as banks had to raise capital. Practice head Ciarán Rogers led a team advising the underwriters including Credit Suisse, Deutsche Bank, UBS, CitiGroup and Davy, of the Bank of Ireland's €3.4 billion rights issue in 2010 and its ongoing €5.2 billion capital raising project.

Rogers is respected by peers and held in high esteem by clients, who regard him as unflinchingly dependable and always immersed in the deals: "He's the only guy I've worked with there and it's probably no coincidence, I'd always go back to Ciarán. He's an incredibly smart guy, very commercial, very much a guy who can get a deal done, very technical, very complex analysis, I think he's a great lawyer," explains a client.

Securitisation is an area of the capital markets that has remained unaffected by external influences and partner Peter Walker, who operates out of the firm's London office, has had a busy 12 months advising in this capacity. On behalf of Santander, Walker counselled on a securitisation of auto loans and leases of Santander Consumer Bank in Norway, on a €1.3 billion deal which was the first securitisation of auto loans in Norway and the banks debut transaction of this type in the country. The mandate involved an Irish special purpose vehicle (SPV) and a listing on the stock exchange. Walker has also negotiated a deal for Hertz Europe in connection with a securitisation financing of their vehicle fleets in the Netherlands and France. VFN Notes were issued through a special purpose entity incorporated under the laws of The Netherlands but a tax resident in Ireland.

Partner Adrian Burke was also involved in a sizeable transaction in this area of the market, representing KBC Bank on the restructuring of three residential mortgage securitisations, which had a total issuance amount of €11.5 billion, in order to meet more stringent ECB rating requirement for RMBS notes. Burke has also been advising the Bank on its ECP, CD and CP debt funding programmes.

Competitors respect Walker as pragmatic and diligent: "I know Peter Walker's good through experience. He's a pleasant guy to work with. When he turns up on a transaction on another side it's a good thing. We get along in a professional manner, he's workman like and commercial," remarks a fellow debt capital markets lawyer.

On a notable high-yield bond, Walker worked on the side of the issuer Nara Cable Funding, an Irish bankruptcy SPV, in a secured high-yield bond for Spanish telecommunications company, Cableuropa. The €700 million principal amount of 8.875% senior secured notes, which are due 2018, were issued as part of the company's debt refinancing. The firm also acted for JPMorgan Securities in connection with the 2010 high-yield debt issuance by an Irish company, Inaer Aviation Finance, of €470 million 9.5% senior secured notes due in 2017.

Competitors allege that Arthur Cox and McCann FitzGerald are gaining market share from A&L Goodbody, but none deny the firm has the capabilities to compete: "Goodbody's has a good and very diversified banking and financial services practice," observes one.

Of the firm's leading lawyers, Séamus Ó'Cróinín, who heads the firm's aviation finance practice, is highly regarded by rivals: "Séamus is a very reasonable, collegiate and practical person and certainly someone I like to work with," remarks one lawyer.

Aircraft leasing and securitisation has proven a robust niche in Ireland and activity in this area is coming to the fore again. Leading lawyer Catherine Duffy advised the International Leasing Finance Company on a secured term $1.3 billion loan from a group of 15 banks from Europe, Asia and North America. The facility was signed in April 2011 and will be funded over the next 12 months due to mature in 2018. Duffy also advised aircraft lease company GECAS on a $336 million securitisation of a portfolio of aircraft engines involving Rotor Securitisation and its subsidiaries.

The bulk of banking and finance work available in Ireland in 2010 had a distressed element and the firm was involved in Bank of Scotland's withdrawal of its Irish operations in August 2010. A newly formed company, Certus, which comprised more than 700 members of the Bank of Scotland Ireland's management team, was set up to manage the bank's Irish loan books. Banking partners Kevin Feeney and Ross Moore were retained on behalf of Certus to advise on all aspects of the transfer including, UK and Irish financial regulatory issues, UK FSA requirements and multi-jurisdictional analysis of consumer credit issues. The firm signed the deal in November 2010.

Ireland's investment funds market is flourishing and it is a feisty and competitive place given the mandates on offer. A number of firms are vying for the top spot and several would like to supplant A&L Goodbody's funds practice, insisting it should be removed from its established perch. "Goodbody's have lost about 40% of their practice in the last 18 months, principally to Maples," says one lawyer.

However the funds practice also has it supporters, who insist the highly regarded firm continues to be the one to beat: "We would see A&L Goodbody as our main competitor in the Dublin market in terms of quality. I would certainly see them in tier one," says one leading funds practitioner and even the firm's critics respect practice head Brian McDermott, who is seen as one of the forbearers of the Irish funds industry having had a hand in establishing numerous products. "I have high regard for Brian McDermott," explains one, while another expands: "Brian McDermott would be very well known and has been in the industry a very long time." The negative observations and comments made about the firm should not detract from the inherent quality, experience and standing McDermott offers and the firm maintains its place in the expectation that the aforementioned incident was an isolated one.

The firm's other funds partners, Michael Barr and Niamh Ryan, have finalised some notable mandates in the last 12 months, assisting in setting up a new Ucits (undertakings for collective investment in transferable securities) III umbrella platform, Strategic Active Trading Funds, and its first sub-fund, Active Trading Fund, in May 2010. The pair advised the fund and Deutsche Bank, it's risk monitor and principal broker, which has a long-standing relationship with A&L Goodbody.

In a first for the country, Barr acted for LBBW Asset Management on establishing the first Irish QIF (qualified investment fund) that has been authorised to invest predominantly in physical silver in May 2011. The firm had previously advised the same client on the first Irish regulated fund that invested predominantly in physical gold.

A notable cross-border mandate and one of the early funds deals to come out of Brazil, saw Parr advising one of the country's Investment Banks BTG Pactual on its first regulated product, a fund of funds, on a deal which closed in September 2010.

A&L Goodbody's corporate group underwent a reshuffle in May 2010: David Widger, was appointed Head of Corporate, in lieu of his predecessor Paul White's ascension to chairman of the firm; one of the firm's leading M&A lawyers, Julian Yarr, was promoted to managing partner; and associate Alan Johnston made partner.

With its rank uncontested, a wealth of favourable references from clients and a role in all the country's headline M&A deals, A&L Goodbody retains its ranking.

It is perhaps the sheer number of experienced and effective lawyers at the firm's disposal that appeals to clients the most: "Not only do they have experience but they have a team of people which they can bring in as well so if you need brawn as well as brain they are a good firm to have on a deal," says one.

Widger, Yarr and Eithne Fitzgerald all draw praise from clients. Of Yarr and Fitzgerald, one client explains how the two partners provide different elements essential to closing transactions, saying: "Both of them bring a huge amount of experience, there's very little that they haven't seen over the time. Both are very focussed on the legal issues, Eithne more so, Julian is more of a deal maker. Eithne is too but she's very, very strong technically."

The firm's head of the corporate joins the firm's leading lawyer list after several recommendations from clients and peers "He's young, in his 40s and an excellent lawyer," says one competitor. Clients value Widger for his pragmatism: "I think that David in particular is very good at cutting through the legal issues to the commercial elements. I think he gets a very good balance between ensuring the legalities are correct but also making sure you get a deal done," says one.

Several partners were quick to note that the firm has been involved in large proportion of the work generated by the crisis in the financial services sector and that it placed them ahead of most of the pack: "We think what's happening in the banking sector has determined the pecking order in the corporate firms for the next couple of years and we would see A&L Goodbody as one of the main beneficiaries of that," remarks one lawyer.

There are a number of deals that illustrate the firm's involvement in the restructuring of the banking community in Ireland and it's expertise within the M&A arena. Allied Irish Bank's (AIB) €9 billion acquisition of the deposit book of Anglo Irish Bank in the UK and Ireland and the shares of its Isle of Man based company, Anglo Irish Bank International, is one. Fitzgerald and Widger closed the deal for AIB in February 2011 pursuant to the the Credit Institutions (Stabilisation) Act 2010.

Another crisis driven purchase completed with the firm's advice saw White act for Irish Life & Permanent on the acquisition of the €3.6 billion deposits of Irish Nationwide Building Society in March 2011.

On the sell side of the financial sector, head of M&A John Given has been active for Bank of Ireland on its disposal programme. He and Cian McCourt advised the bank on the sale of Bank of Ireland Asset Management (BIAM) to State Street for €57 million in January 2011. The deal provided a welcome contribution to the bank's core Tier 1 capital.

In a deal signed for €1, which reflected the State's majority ownership of both institutions, partner Peter Murray also advised EBS Building Society on its merger with AIB which closed in July 2011. It was the first occasion a conversion acquisition scheme under Part XI of the Building Societies Act has been undertaken and so involved many complex legal issues without precedent.

A testament to the depth of talent the practice offers has seen it involved in straight M&A deals while undertaking this vast amount of distressed work. Given and McCourt paired up again to advise long standing client Elan Drug Technologies on its €670 million merger with Alkermes a listed US based drug manufacturer. The two companies will be combined under a new holding company incorporated in Ireland named Alkermes.

On the private equity side, Sheena Doggett advised Permira Private Equity Funds on its acquisition and financing of the Creganna Tactx Medical group, which closed in November 2010 for an undisclosed amount.

A&L Goodbody has one of the most respected project finance practices in Ireland, which has made a name for itself in PPP (public-private partnership) and energy projects. The firm's leading figures, practice head Kevin Feeney and partner Ross Moore, are seen to have played no small part in this and garner high acclaim from their peers: "Kevin and Ross are both very good, they are both active and continue to close deals and are both deserving of a mention," says one lawyer. Another has equal respect for the pair: "Kevin is very well known around town for his project finance work and Kevin is pragmatic and an incredibly nice guy to deal with."

Peers, however, feel the practice has been one of those hit hardest by the difficulties in the market: "A&L Goodbody is an excellent team. They've closed some good deals in Northern Ireland over the last couple of years including one this year, the Lagan College project. I think the difficulty for them is the Northern Ireland education programme has finished and the big metro project they are involved in down here can't go ahead in the current climate. While they are an excellent team, the pipeline really is bare for them," remarks one lawyer.

Looking solely at the statistics, the firm is behind the others in tier one in regard to deals closed in the last 12 months, with the aforementioned Lagan Tor Bank College in Northern Ireland project the only notable deal it has finalised. The market recommended Kevin Feeney advised on the novel £30 million financing, which provided for the construction, maintenance and operation for two schools, Lagan College and Tor Bank, accommodation and sports facilities. Completed in March 2011 on behalf of the Northern Ireland PPP Education Service, Lagan College was the first PFI (private finance initiative) project in Ireland to be financed by way of a pension product provided by Aviva.

The practice does however have a number of mandates at various stages of completion. One such ongoing deal is the Dart Underground Project. The new railway is intended to link the overground with new light rail systems and the existing underground system. Kevin Feeney and Eamonn Conlon are advising the contractors, Coras Iompair Eireann (CIE), on the €3 billion deal. In 2010 the pair were advising on the design, access, environmental liability, operation and maintenance issues that have been raised by the prospect of two underground rail lines overlapping.

Another project pending, in which Feeney is advising the contractors the DirectRoute Consortium, is the €300 million N17 PPP road project.

Where these deals will be in 12 months time is impossible to predict, but for now there is nothing to suggest that the firm is not capable of advising on the market's paramount mandates and clients testify to this.

"In general they are always proactive and capable of dealing with what we are asking for," says one. Another, who said Feeney was currently handling two proposals for them, gave this reference: "He's very knowledgeable in respect to the PPP schemes. We always get a very competent and timely response. Even in difficult situations he's coming up with proposals and has a very realistic down to earth approach and, in particular, with infrastructure projects this is very helpful. He's well connected as well, which helps. Particularly on the Irish deals when you need to discuss things with the legal authorities."

A year in the top tier has served A&L Goodbody well and the firm justified its rank securing roles on all sides of the restructuring process in some of Ireland's headline deals.

There is no complicated equation for the firm's success, competitors pin it down to the quality of its two leading lawyers who are widely recognised as heavyweights in the insolvency area. Client's share peer's enthusiasm for the pair and appreciate them for the different qualities they bring to the table. "Mark Traynor's a good nuts and bolts man, you know, creditors meetings, representation. David Baxter is a dizzy heights kind of guy; he knows all the VCs in London and he's more involved in bigger transactions, you wouldn't see David Baxter at a creditors meeting. They're a very good firm," explains one client.

A mandate which illustrates the firm's credentials amply is the highly publicised €1.2 billion restructuring of the Quinn Group, which has interests in everything; from cement to healthcare, to insurance and energy. Practice head David Baxter and his team have been acting for the debtor for more than 18 months on this complex assignment which involves a range of creditors, cross-jurisdictional legal structures within the group and has necessitated placing of the insurance business into administration.

The firm is also experienced acting on the other side of insolvencies and is currently advising PricewaterhouseCoopers as examiners of construction group McInerney. The market recommended Mark Traynor and partner Mark Ward are representing the firm on the deal, which was contested by the creditors as the loans due to Anglo Irish Bank and Bank of Ireland were likely to transfer to Nama (National Asset Management Agency). A long-term receivership model put forward by the banking syndicate is being looked at as an alternative to a scheme of arrangement.

On the creditor's side, the firm acted for Allied Irish Banks in regard to the examinership of it's €5.2 million debtor Aer Arann, the Irish Airline. The proceedings were resolved successfully in December 2010 after existing borrowings were converted in to loan stock and overdraft facilities were refinanced.

After an unsuccessful examinership, the Pierse Group, an Irish construction company, went in to insolvency. The firm, represented by Baxter and Barbara Cotter, has been appointed to act for the largest secured lender, the Bank of Ireland, which is owed €20 million.