The Lex 100: Archives

The recruitment of Gkoutzinis, Shearman’s head of European capital markets, is another sign of Milbank’s ambitions to make its mark in City finance, coming just days after it secured a four-partner restructuring team from Cadwalader Wickersham & Taft.

That move – which included Cadwaladers’ global financial restructuring co-chair Yushan Ng, and partners Jacqueline Ingram, Karen McMaster and Sinjini Saha – was a significant boost to Milbank’s City finance team, which counts among its clients Oaktree, KKR, Centerbridge Capital Partners and Blackstone.

Gkoutzinis (pictured) was made up to partner in Shearman’s European capital markets group in 2011 having joined the firm in 2005 as an associate.

He specialises in US federal securities law, high-yield debt offerings and general debt and equity capital markets transactions across leveraged finance, SEC-registered offerings, restructurings, recapitalisations and privatisations. Since 2005, Gkoutzinis has acted on the majority of IPO and high-yield bond transactions in the Greek market brought about the country’s sovereign debt crisis.

In another key City move by a US firm, Vinson & Elkins (V&E) has added Jones Day acquisition and leveraged finance partner Paul Simcock to its London finance bench. The move follows V&E’s hire last year of Clifford Chance finance partner John Dawson.

Simcock joined Jones Day in 2014 having previously been a partner at Berwin Leighton Paisner. He was previously counsel at Skadden, Arps, Slate, Meagher & Flom for seven years after training at Allen & Overy.

He has acted for private equity sponsors, alternative credit providers, banks and corporations across a range of debt restructurings, distressed transactions, refinancings and other syndicated and bilateral lending projects. Recent mandates have included advising L1 Retail, the retail investment arm of LetterOne, on the £900m senior financing underpinning the acquisition of heath retailer Holland & Barrett from The Nature’s Bounty Co. and The Carlyle Group.

He has also advised Macquarie European Infrastructure Fund II (MEIF II) on deals including the refinancing and sale of National Car Parks group (NCP) and the refinancing of Condor Ferries Group, an operator of passenger and freight ferry services.

‘Our corporate team has been growing rapidly, and with the addition of another top-tier hire, we’re positioned to push even further into one of the leading finance capitals of the world,’ said London-based Jeff Eldredge, co-head of V&E’s corporate department.

‘Paul is an extremely accomplished lawyer whose strong relationships and energetic approach to client service are exactly what we look for at V&E’, Eldredge added.

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She arrives after previous incumbent Elaine Williams left for UK logistics company Eddie Stobart in November 2017 after two years in the role.

McKeown (pictured) left the Co-op Bank in October last year after being with the group since 2013. She was the bank’s first legal head. David Bagley, previously Co-op’s regulatory risk director, was appointed as McKeown’s replacement.

McKeown’s career started at CMS Cameron McKenna in 1992, as a solicitor in the firm’s banking and international finance department. She then had various roles at Barclays, becoming general counsel for corporate at Barclays Bank in 2010.

Before joining the Co-op, McKeown had acted as GC and company secretary for Coventry Building Society for less than a year. In the Legal Business 2016 GC Powerlist , the plain-speaking McKeown was seen as the right GC to lead The Co-op Bank legal team through troubled times and was described by one senior lawyer as ‘an incredible all-round leader and visionary who has been right in the trenches facing the most difficult of circumstances’.

In a statement issued at the time of her departure, the Co-op said: ‘Brona McKeown has been employed as general counsel and company secretary of the bank since December 2013 and has been integral to the bank and the board through the variety of high-profile and complex corporate and strategic events in recent years, culminating in the conclusion of the recent recapitalisation exercise. Brona has now decided it is an appropriate time to move on from the bank.’

As GC, Williams oversaw British Land’s first panel appointment process in December 2015. Magic Circle heavyweight Freshfields Bruckhaus Deringer joined Addleshaw Goddard, Herbert Smith Freehills, Jones Day, King & Wood Mallesons, Mayer Brown and Simmons & Simmons on the maiden roster.

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Founded in 2001 by Nic Couchman, the four-partner firm has seven other fee earners. Heavily focused on sports clients, its practice covers corporate, data protection and intellectual property. Once the combination is complete, Couchman will become head of sport at the top 50 UK law firm. The other three transferring partners are Jody MacDonald (commercial and IP), Nick White (IP) and Satish Khandke (corporate). The takeover will further position CRS in the sports field, where the firm has nine partners operating.

The high-profile boutique has handled a range of senior clients in recent years including Mo Farah (pictured), the Association of European Professional Football Leagues and Fitbit.

For CRS, the tie-up goes some way to making up for the loss of a four-partner sports law team which spun off to create the boutique Northridge last October. The founding partners of Northridge, Jonathan Ellis, Ian Lynam, Jon Walters and James Eighteen, had previously led CRS’ sports law team to tier 1 in The Legal 500.

CRS managing partner James Carter told Legal Business: ‘We see sport as a global industry and more than just sport, everything comes together in lifestyle areas. We have recently launched in Hong Kong and Dubai, so we’re well-placed. The clients and the people we work with need an international offering and a personalised offering, this tie-up achieves both of these things.’

Couchman observed: ‘The sports market has grown beyond recognition. But we are very strong on the commercial side, as well as governance and regulatory and image rights. There are huge challenges but also legal opportunities in this global industry. This next step in our development allows us to meet the needs of our clients who want sector specialist advice across the full range of legal disciplines with a global outlook.’

For the 2016/17 financial year, CRS recorded a 3% growth in revenue to £144m alongside an 8% jump in profit per equity partner.

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The number of firms on Vodafone’s panel remains the same as the last time it was reviewed in 2014, but DLA Piper and Eversheds Sutherland have lost their slots this time, replaced by Squire Patton Boggs and TMT specialist Wiggin. The firms remaining on the roster are Magic Circle outfits Slaughter and May and Linklaters, alongside Hogan Lovells, Norton Rose Fulbright and Osborne Clarke.

Vodafone general counsel (GC) Rosemary Martin told Legal Business: ‘We have been very pleased with how our legal panel has been running to date, and we look forward to working with firms going forward on this new panel as well.’

Martin also confirmed that there was no fixed term for the panel, but she envisioned keeping the roster the same for the next three years.

Meanwhile, Yum! Brands has also established a new European panel of advisory firms after a review process that took place at the end of last year.

Despite losing out on the Vodafone roster, Eversheds Sutherland has retained its place on Yum! Brands’ line-up, and will be the company’s lead European firm as well as providing real estate and HR advice.

The other firms making the cut are Bird & Bird, selected to advise on GDPR, compliance and regulation, and TLT, which will provide licensing advice. Cooley and Squire Patton Boggs have been drafted in for IP and real estate advice respectively, while Gowling WLG will provide general commercial and marketing counsel. Solihull-based Whiting & Purches has been appointed for its HR expertise, while Burness Paull will be Yum! Brands preferred Scottish adviser.

The panel will run for two years, but Yum! Brands will go off-panel if required.

Legal director Sarah Nelson Smith said that other firms in specific European markets were yet to be chosen: ‘This is the first time that we’ve done a holistic European review, rather than just a UK one. In other European markets we’re still finalising our roster, but we will have new firms in Spain, The Netherlands and Italy.’

Yum! Brands’ panel was last reviewed in 2016, when TLT was appointed for the first time and Clyde & Co lost its place. Burness Paull, Squire Patton Boggs and Whiting & Purches also retain their places from the last round.

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The move greatly expands Milbank’s City finance team, and includes Cadwaladers’ global financial restructuring co-chair Yushan Ng. He will be joined by partners Jacqueline Ingram, Karen McMaster and Sinjini Saha. Clients of the team include brand name sponsors Oaktree, KKR, Centerbridge Capital Partners and Blackstone.

Speaking to Legal Business, Milbank London co-managing partner Suhrud Mehta described the hire as a ‘no-brainer’ from a business perspective: ‘We have one of the world’s most renowned global financial restructuring practices. By bringing a star and his team on board, we’ll have greater depth on a transatlantic basis and in London one of the largest financial restructuring practices.’

Ng qualified at Linklaters and made partner at the Magic Circle firm in 2008. He joined Cadwalader in 2012. McMaster and Ingram joined Cadwalader in 2013 also from Linklaters, where they were associates. Saha was an associate at Simpson Thacher & Bartlett before joining Cadwalader as partner in 2015.

The hire comes eight years after Milbank recruited former Ashurst head of restructuring Nicholas Angel and brings the US firm’s London partner ranks to 26 – including six in restructuring. The 660-lawyer Milbank generated income of $855.6m in 2016, up 11% annually. During that financial year, London revenues edged up $4m to $114.1m.

The team’s departure leaves Cadwalader with four financial restructuring partners in London and comes after the firm posted revenues of $50m in 2017, a 10% increase on last year. The New York-based firm has been struggling to regain its 2000s momentum since the banking crisis, when it was heavily impacted by the collapse of key clients Bear Stearns and Lehman Brothers.

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Dentons’ restructuring partners Nigel Barnett and Neil Griffiths are also advising the liquidator, the Official Receiver, which the government will be providing with funding required to continue to carry out the company’s public services.

Freshfields has also landed a substantive role on the liquidation, led by restructuring partner Adam Gallagher. Dentons and Freshfields are also advising PwC as the court-approved manager of the liquidation.

The collapse came after talks between the Wolverhampton-headquartered company, its creditors and the government failed to reach a deal on its £1.5bn liabilities, including £900m in debt. An application to the High Court for a compulsory liquidation was made on Monday (15 January) morning.

Slaughters partners William Underhill and Ian Johnson had acted for the UK’s second largest developer on the talks, along with restructuring partner Tom Vickers and corporate partner Sally Wokes.

CC’s restructuring partner David Towers has advised Carillion’s main banks, Barclays, Royal Bank of Scotland and HSBC.

Linklaters also represented the main lenders on the talks, along with Akin Gump Strauss Hauer & Feld and Willkie Farr & Gallagher. Akin is acting for private placement noteholders, fielding a team under London restructuring partner Barry Russell.

Last summer Carillion announced more than £800m of write-downs and appointed a team from EY to identify cost savings, led by North West senior partner Bob Ward.

Carillion’s liquidation raises questions over the future of the company’s 43,000 staff – 20,000 of them in the UK – as well as the projects the company is developing, including as the HS2 high-speed railway linking London, Birmingham, the East Midlands, Leeds and Manchester. The company also manages 50,000 homes for the Ministry of Defence and around 900 school buildings. The company has a turnover of around £5bn.

The Pension Protection Fund (PPF) will be managing Carillion’s pension funds, which have a deficit of £587m. The company’s UK pension schemes have around 28,000 members, making it the largest fund the agency has ever taken on.

The liquidation will be a hugely complex process, potentially impacting hundreds of subcontractors and involving issues of state ownership and liability. The collapse comes amid what has been a relatively slim pickings for restructuring advisers, with years of ultra-low interest rates resulting in a dearth of insolvency work.

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The global professional services giant confirmed yesterday (10 January) that it would be using technology such as automated document review and contract management to underpin the new legal offering. In addition, Deloitte will be launching a consulting service to help in-house legal teams get the best out of technology.

Deloitte will therefore apply for an ABS licence, with the firm intending to begin offering new legal services ‘early this year’.

Deloitte will enter the market well behind its three rivals, with PwC, KPMG and EY all possessing an established legal presence in the UK. PwC has by far the strongest legal offering, with a UK headcount of 320 and UK revenues of £60m. EY has around 85 UK lawyers while KPMG has approximately 100, with UK revenues of roughly £15m and £20m respectively.

Piet Hein Meeter, global managing director of Deloitte Legal, told Legal Business: ‘We have always monitored the legal market in the UK, and we already have a presence in around 80 countries. But we wanted to avoid bringing another mid-market law firm to the table. We have now developed something where we have positioned ourselves in-between the alternative providers and the traditional providers. It is unique, we are the first provider to bring a full spectrum of services, including both legal and compliance.’

When asked about Deloitte’s ambitions for the UK market, Meeter said: ‘It will be substantial. It has to be meaningful to satisfy our clients.’

He confirmed that an immediate priority was to hire a senior partner, in order to satisfy the SRA’s requirements for attaining an ABS.

Matt Ellis, Deloitte’s managing partner for tax and legal, added: ‘We don’t want to replicate a traditional law firm. We’re planning to use our technology and advisory skills to transform legal services and help address many of the challenges lawyers, whether in practice or in-house, are facing in today’s increasingly complex legal environment. By automating repetitive processes and completing routine tasks in a fraction of the time, lawyers will be able to spend more time on specialist areas.’

The new consultancy arm, being launched in conjunction with the legal business, will comprise of over 100 professionals across ten countries. Meeter said that a 2016 survey carried out by the accountancy firm showed that ‘62% of legal counsel, general counsel, CEOs and CFOs are looking to significantly review and transform the way in which their legal function operates.’

During 2017, PwC mounted a sustained a campaign to broaden its legal offering, launching a law firm in Washington DC as well as a Lawyers On Demand-esque contract lawyering service.

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