Herbert Smith
The Herbert Smith equity team continues to push for a seat at the top table in the UK. Gaining parity with the top two still remains just slightly out of reach, but the team is gaining traction....
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The Herbert Smith equity team continues to push for a seat at the top table in the UK. Gaining parity with the top two still remains just slightly out of reach, but the team is gaining traction. "Herbert Smith I see on their way up," points out one partner.
Clients back this up, with many stating that they have recently passed more work onto the team: "I have done a lot more with Herbert Smith recently, the guys there are a bit more commercial," says one client. "They are just a little bit hungrier I suppose. Herbert Smith have offered to come into the office and talk about more issues. They are good at working on personal relationships and ensuring that contacts are met."
Clients were also impressed with the amount of partner time they received, particularly compared to the magic circle: "The partner availability is superior to a lot of law firms, they have great availability and a higher quality of service. That's probably the thing which makes them stand out for me, we're always looking for that relationship and the partner time," says one.
The firm did however suffer a setback in October when global head of capital markets Jim Wickenden along with fellow partner Adam Wells resigned from the firm. It is expected that the duo will join Allen & Overy.
The firm managed to take advantage of the wave of interest in dual-listings in Asia advising Credit Suisse on the Prudential listing in Hong Kong (primary) and Singapore (secondary).
Alongside Russia and the CEE (Central & Eastern Europe), work emanating from what has been described as the 'European fringe' continues to grow, no more so than in Turkey where last year a team led by Alex Bafi and Charles Howarth advised Bank of America Merrill Lynch on the Bizim Toptan Satı_ Ma_azaları $250 million IPO on the Istanbul Stock Exchange.
Outside of this the firm also handled plenty or work linked to the LSE, one of the most high profile being the Justice Holdings IPO in February 2011, which at £900 million was the largest London listing in the last two years. Acting for Barclays Capital and Citi on the deal were Chris Haynes, Adam Wells (who has since departed) and Martina Asmar.
Clients also appreciated the firm's calm approach in negotiations: "That's where their experience kicks in when they have to smooth the process," says one, "The ECM world is not an adversarial environment, so when lawyers go in and fight it out it can be annoying."
Another substantial deal for the team was the National Grid's £3.3 billion rights issue in May 2010, the largest ever offering by a utility in the UK. The mandate was born out of the firm's standing in the energy sector and was worked on by partners Chris Haynes and Alex Bafi.
The substantial issues in the Irish banking sector has produced work for firms in the UK and Herbert Smith took its share acting for the arrangers including Citi, Credit Suisse and Deutsche Bank on the €1.8 billion fund raising initiated by Bank of Ireland. This formed part of the banks plan to raise €3.8 billion following instruction from the Irish financial regulator.
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Leading lawyers
Chris Haynes
Greg Mulley
Will Pearce
Steve Thierbach
Herbert Smith
Building on its Russian strength, one of the largest deals completed by Herbert Smith last year saw the team act for Alfa bank on a $1 billion bond issue, the largest ever by a private Russian bank. The deal saw London based Peter Epp act alongside Evgeny Zelensky in the Moscow office....
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Building on its Russian strength, one of the largest deals completed by Herbert Smith last year saw the team act for Alfa bank on a $1 billion bond issue, the largest ever by a private Russian bank. The deal saw London based Peter Epp act alongside Evgeny Zelensky in the Moscow office. Both partners were also involved acting on Vnesheconombank's SFr500 million ($553.8 million) bond on the Swiss Stock Exchange.
Another busy partner was Dina Albagli who acted on a €300 million bond issuance by Italian construction company Impreglio in November 2010 and then for the lead manager Silverdale Capital Services on the $280 million foreign currency convertible bond by Essar Shipping Ports & Logistics on the Singapore Stock Exchange. A second team led by Martina Asmar also acted for the Trustee Deutsche Company Trustee.
Client were also impressed with Abigali: " Dina was very committed, and worked hard to ensure the transaction was executed successfully at all costs. Great at getting to solutions. Very knowledgeable of our business area couldn't have asked for a better counsel, very pleased to be working with them."
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Leading lawyers
Peter Epp
Herbert Smith
The Herbert Smith team has worked on a handful of notable transactions in the last year, which suggests that the department may be starting to gain traction. In the five partner team, Michael Poulton and practice head Jake Jackaman remain the key figures and both were involved in the team's key work last year....
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The Herbert Smith team has worked on a handful of notable transactions in the last year, which suggests that the department may be starting to gain traction. In the five partner team, Michael Poulton and practice head Jake Jackaman remain the key figures and both were involved in the team's key work last year.
One highlight saw Poulton advising Barclays Capital as the arranger on a £5.7 billion securitisation for Bank of Ireland (UK). This involved the formation of a special purpose vehicle (Bowbell No. 1) which issued bonds, the proceeds of which would be used to purchase various residential mortgages.
Poulton was also involved as the team acted for the bond steering committee on the restructuring of the Fleet Street Finance Two CMBS transaction. The deal involved the restructuring of €2 billion of senior debt secured on a large portfolio of German property. This was the first CMBS restructuring that includes and extension of the maturity of the notes.
Clients were also very pleased with Poulton's service: "One of the reasons why service has been so strong is because Michael was previously a banker in a role the client is currently in," says one client. "He is commercial, he is able to see from the bankers perspective." The client continues: "Michael and team are a high quality alternative to the magic circle firms we may otherwise work with. His prior knowledge of the banking side of things is outstanding. We would like to work with them again in the future."
Another client points to a more straightforward attribute possessed by Poulson: "One of the things I like about Michael is he always picks up his own phone."
One of the firm's largest deals last year, which drew in teams from a number of different departments was the sale of High Speed 1, the operator of the Channel Tunnel. Jackaman was involved acting for London & Continental Railways on the whole business securitisation stapled finance.
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Bank lending - lender side
Bank lending - company side
Herbert Smith
Because of its strong projects practice, particularly in the area of oil and gas, the capability of the Herbert Smith bank lending team is not always recognised, but peers admit that in the last year the firm has increased its visibility and is beginning to be seen as a challenger to the top practices particularly on borrower side mandates. "I think they are, over time, increasing and establishing their practice," says one peer, "Herbert Smith has got some decent financing people....
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Because of its strong projects practice, particularly in the area of oil and gas, the capability of the Herbert Smith bank lending team is not always recognised, but peers admit that in the last year the firm has increased its visibility and is beginning to be seen as a challenger to the top practices particularly on borrower side mandates. "I think they are, over time, increasing and establishing their practice," says one peer, "Herbert Smith has got some decent financing people."
This growing presence is further backed by the hire last year of two former Linklaters counsels in the form of Matthew Job and Martin Kavanagh who join the firm as partners.
Clients had high praise for Jason Fox: "He's tenacious in defending his clients interests and his overall negotiating style is co-operative and protective," says one. "As far as I'm concerned he's unequalled in terms of his knowledge of the market and he's got the right relationships to ensure the transaction commences smoothly."
One of the firm's highest profile mandates last year saw partner Chris Fanner lead a team advising Credit Suisse, JPMorgan Cazenove and HSBC on the £5.4 billion debt financing provided to Prudential as part of its overall $35.5 billion acquisition of AIA, the Asian operations of AIG.
Another key acquisition financing mandate saw a team led by Ewen Fergusson acting for Bharti Airtel on a $10.7 billion facility granted for its acquisition of Zain Africa. As well as being the second largest overseas acquisition ever done by an Indian company, the deal also represents the largest acquisition financing ever granted to an Indian corporate.
The firm was also seen in a favourable light to some of the practices around it when it comes to fees: "I'm not sure another firm would have offered the same service for the same fees," says one client. "I would say that they are reasonable certainly compared to the magic circle."
The firm's strength in energy and oil and gas also wins it a good number of financing mandates linked to the industry. Last year Jason Fox acted for Perenco on a $2.8 billion reserve-based lending facility granted for the company's further expansion. The complexities of the deal rose in part from the fact that the reserves in question were held in a variety of jurisdictions. In the same sector, following the Gulf of Mexico oil disaster in 2010, the firm acted for BNP Paribas and Standard Chartered on a $3 billion facility granted to BP as it sought to rebuild its operations and image in the wake of the oil spill.
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Leading lawyers
Malcolm Hitching
Financial services regulatory - non-contentious
Financial services regulatory -contentious
Herbert Smith
The financial services regulatory team at Herbert Smith is positioning itself as a full service practice with equal strength on the contentious and non-contentious side. Although best known for its work in the former category, building on its incredibly strong litigation team, it has been making a concerted effort to build up its non-contentious practice as well, which has been recognised by peers....
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The financial services regulatory team at Herbert Smith is positioning itself as a full service practice with equal strength on the contentious and non-contentious side. Although best known for its work in the former category, building on its incredibly strong litigation team, it has been making a concerted effort to build up its non-contentious practice as well, which has been recognised by peers. "Herbert Smith, very good firm on the non-contentious side," says one peer. "I get the sense that the practice is quite small. I think the combination of the contentious and non-contentious sides means that they are quite rounded and pretty good." As a result the firm moves up to tier two this year in the non-contentious table.
Backing up this new status the team acted for a large fund manager as it responded to an FSA consultation paper, 'The Retail Distribution Review', regarding the new rules relating to the regulation of the retail funds platform. The team also advised various clients including fund managers and investment banks on the FSA's 'Remuneration Code' which has been extended.
On the contentious side the firm remains extremely strong: "For financial crime Herbert Smith would always be my preference, the Herbert Smith team are more technical in terms of general regulatory advice," says one client.
The firm has taken steps to boost its manpower in the last year. Following last year's considerable hire of partner Jenny Stainsby, the former head of regulatory at the Lloyds Banking Group, this year Karen Anderson, Susannah Cogman and Nik Kiri have all been promoted to partner within the department.
One client of Patrick Buckingham points out that he has "a very practical approach to the disputes side of the regulatory environment. He's not a traditional private practice lawyer who looks at things from one view, he's sat on the trading floor with me and understands that viewpoint". The same client continues: "I think he's first class in the regulatory arena. I always go to him to find out about developments, I think if you want a technical view on stuff he's great."
The team is led jointly by Martyn Hopper and Buckingham, with Hopper a well-known name among his peers. "Herbert Smith we hear about. I know some people who are big fans of Martyn Hopper," says one. However some in the market do see the practice as dominated and reliant on these leading figures: "Herbert Smith are very reliant on Martyn Hopper, who is an ex-regulator, and the fact that he is an ex-regulator. But being an ex-regulator is only useful for a relatively short period," says one peer.
Clients though have no qualms: "Best regulatory practice in the city coupled with Martyn's experience," says one, although he does say: "He's very busy, getting hold of Martyn was a challenge."
The firm continues to provide regulatory advise to the likes of Credit Suisse, EDF, Goldman Sachs, Lloyds Banking Group, RBS and UBS.
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Leading lawyers
Patrick Buckingham
Martyn Hopper
Herbert Smith
There was a fair amount of debate in the market as to which of the current tier two firms were closest to challenging the market leaders. While there was no clear consensus about which of the three was currently ahead, the market was largely in agreement that the team pushing the hardest was Herbert Smith....
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There was a fair amount of debate in the market as to which of the current tier two firms were closest to challenging the market leaders. While there was no clear consensus about which of the three was currently ahead, the market was largely in agreement that the team pushing the hardest was Herbert Smith. "There's no doubt Herbert Smith have done extremely well," says one peer. "They do pop up, especially on the UK deals," says another. The issue as many peers saw it was that the firm's name is not as strongly associated with the corporate area compared with some of its rivals, with litigation still seen as the firm's key driver. "I think Herbert Smith are better than Allen & Overy and Clifford Chance but the problem is that people don't see the name as closely linked to M&A as those two," explains one peer.
However this image is somewhat misleading, clear steps have been made in the last few years to position the firm as a real challenger in M&A and the firm's deal list shows clearly that this strategy is working, as one peer says: "There's still a lot of people out there who see Herbert Smith as a litigation practice, but you just look at the deals they have done."
Clients have no doubt about the firm's quality: "We've known the firm for a long time and we rate them highly. Very good level. Their communications with clients are pitched at the right level. Very personable," says one. Another points to the firm's organisational skill: "We had a lot of deals at any one time, there was a big team from Herbert Smith, they put in place things to make communication more simple, introduced a system to keep track. They did very well."
Certainly in terms of media coverage and notoriety (in the context of the subsequent 'phone hacking scandal'), one of the firm's key mandates last year saw it act for BskyB on the £7.8 billion offer for the company by Rupert Murdoch's News Corporation. Stephen Wilkinson and Malcolm Lombers acted for the broadcasting company on the protracted deal which was eventually withdrawn following public outcry over the alleged phone hacking activities undertaken by members of News Corp's newspaper wing, News International.
Another deal in which the firm acted for a well known British brand, saw the team acting for the al Fayed Family Trust on the sale of the Harrods Group, owner of the department store of the same name, to Qatar Holding the investment wing of the Qatar Investment Authority. Roddy Martin and Chris Parsons led on the deal which closed in May 2010.
In the energy sector, the team acted for EDF on the sale of the firm's UK network assets to Cheung Kong Infrastructure Holdings for £5.8 billion. This drew in Herbert Smith teams from Paris and Brussels.
There has been much debate in the British media this year about the proposed High Speed 2 Rail Link between London and (eventually) Glasgow. In light of this the firm advised on the sale of the original High Speed 1, the Channel Tunnel rail link, for £2.1 billion to Canadian pension fund Ontario Teachers' Pension Plan and Borealis Infrastructure. This forms part of the UK government's privatisation plan.
A final highlight saw the team act for Northern Foods on the proposed, though ultimately unsuccessful merger between it and Greencore and the subsequent successful bid by the Boparan Group. The original Greencore bid would have been the first time the EU Cross border Merger Directive had been used under the UK's City Code on Takeovers and Mergers.
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Leading lawyers
Malcolm Lombers
James Palmer
Michael Walter
Private equity - transactions
Herbert Smith
Herbert Smith's private equity offering now consists of four partners following the hire in February 2010 of James MacArthur from Kirkland & Ellis."They are very good at what they do, nice people," says one client....
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Herbert Smith's private equity offering now consists of four partners following the hire in February 2010 of James MacArthur from Kirkland & Ellis.
"They are very good at what they do, nice people," says one client. "At the top of their game in terms of structure. With over 15 years of business with firm they are hugely knowledgeable of our business area."
One of the largest transactions worked on by the firm last year saw James Milne advise Silver Lake and Warburg Pincus on their $3.4 billion bid for financial data company the Interactive Data Corporation. German alliance firm Gleiss Lutz also assisted on the deal.
Another highlight saw the firm work for Blackstone on its £480 million acquisition of Chiswick Park, a UK business park and the second of Blackstone's notable British real estate transactions in recent years following the purchase of the Broadgate complex in London.
New partner MacArthur was also kept busy in the real estate sector advising Chelsfield Partners on its acquisition of the Knightsbridge Estate for £580 million and on the formation of a joint venture to acquire Elizabeth House in Waterloo for £1 billion.
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Herbert Smith
Herbert Smith added extra capacity to its team last year with the hire of Linklaters of counsels Matthew Job and Martin Kavanagh.One of the largest deals worked on by the team last year saw it act for Shtokman Development a projects company owned by Gazprom on the financing for the Shtokman Field gas, LNG (liquefied natural gas) project....
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Herbert Smith added extra capacity to its team last year with the hire of Linklaters of counsels Matthew Job and Martin Kavanagh.
One of the largest deals worked on by the team last year saw it act for Shtokman Development a projects company owned by Gazprom on the financing for the Shtokman Field gas, LNG (liquefied natural gas) project. The field is though to contain 3.9 trillion cubic meters of gas.
New partner Kavanagh was also kept busy, acting alongside John Balsdon on the $40 billion financing for a LNG project off the coast of Western Australia.
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Herbert Smith
Kevin Pullen leads the restructuring and insolvency team at Herbert Smith, which secured a role on one of the largest insolvencies of the last 12 months when it acted for Ernst & Young as the administrators for Nortel Network’s EMEA entities. With 30,000 people employed internationally, the company, which had substantial operations in the US and Canada, was one of the largest insolvencies of the last few years and included up to $3 billion of M&A divestments....
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Kevin Pullen leads the restructuring and insolvency team at Herbert Smith, which secured a role on one of the largest insolvencies of the last 12 months when it acted for Ernst & Young as the administrators for Nortel Network’s EMEA entities. With 30,000 people employed internationally, the company, which had substantial operations in the US and Canada, was one of the largest insolvencies of the last few years and included up to $3 billion of M&A divestments. Stephen Gale, Kevin Pullen, Kevin Lloyd and John Whiteoak all acted on the deal.
Further work from Ernst & Young came when the team acted for the accounting firm as administrators of Bridgewater.
Another insolvency mandate saw a team led by Simon Chadney, Don Rowlands and Jeremy Walden advise the Lloyds Banking Group and Deloitte on the £400 million insolvency of the Thornfield Group.
The Icelandic banking crisis has provided plenty of work for firms this year and Herbert Smith was no exception. Kevin Lloyd and John Whiteoak advised Transport for London as creditors in proceedings brought by the administrators of Icelandic bank KSF. The case was to determine whether certain creditors could make a claim on the account established by the FSA (Financial Services Authority) after the bank’s collapse to hold its assets.
Finally on the restructuring side, Laurence Elliott and Nick Pantlin acted for the Financial Services Compensation Scheme on the restructuring of Welcome Financial Services a subsidiary of the Cattles Group. The deal was connected to the miss selling of payment protection insurance (PPI) an issue, which grabbed the headlines in the UK this year.
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