Weil is advising Bain on the proposed take-private, which will see the private equity player acquire, via its Blue (BC) Bidco Limited subsidiary, all shares in the motor and home insurer for 280 pence per share. The Weil team is led by private equity partner Marco Compagnoni and senior consultant Ian Hamilton.

The mandate is significant for a firm which has historically acted for Bain in conjunction with Advent International on multiple payment processor transactions. These include the $745m acquisition of Concardis and its subsequent merger with NETS in 2017, a $1bn deal to acquire the payments units of Intesa Sanpaolo Banking Group in 2016, as well as the acquisition and subsequent London listing of Worldpay in 2015.

Compagnoni commented: ‘We have worked with the Bain team for a number of years on a range of opportunities, so it is also pleasing that this is our first announced solo deal for them.’

Slaughters, meanwhile, acted for esure in a continuation of its longstanding relationship with the company. The firm’s corporate team was led by partners John Papanichola and Robert Innes.

Papanichola told Legal Business: ‘The team is pleased to have advised esure on its London listing in 2013, its demerger from GoCompare in 2016 and now on this proposed take-private in a relationship that has spanned several years.’

A Skadden, Arps, Slate, Meagher & Flom team led by London corporate partner Scott Hopkins advised the joint financial advisers to Bain Capital: Goldman Sachs; Cenkos Securities and Dean Street Advisers.

The cash consideration will be funded from equity financing drawn down from Bain Capital funds as well as minority equity invested from a number of HarbourVest, Lexington Partners and LGT funds.

Elsewhere, the administration of UK department store chain House of Fraser last Friday (10 August) and its subsequent £90m disposal to Mike Ashley, the owner of High Street chain Sports Direct, has led to RPC and CC being added to the list of advisers.

RPC is advising Sports Direct and CC is advising EY, which is acting as the administrator of the company. The pre-pack administration came about after Chinese investor C.banner, the owner of iconic London toy shop Hamleys, earlier this month backed out of a deal to inject £70m into House of Fraser and issued a profit warning.

Earlier this year, House of Fraser had been looking at a controversial company voluntary agreement (CVA) with landlords, which would have seen several stores closed and rent reductions agreed with unsecured creditors.

To that end, Freshfields Bruckhaus Deringer was mandated by House of Fraser, with Kirkland & Ellis acting for the bondholders. The Freshfields team was led by restructuring partner Ken Baird and included partner Adam Gallagher, and dispute resolution partner Craig Montgomery.

Travers Smith, with a team led by restructuring partner Edward Smith, advised KPMG as the supervisor of the CVA.

The CVA took an interesting turn recently as a group of landlords, represented by restructuring firm Begbies Traynor and property agency JLL, filed a legal challenge to the proposed arrangement.

The petition in the Scottish Courts challenged ‘alleged unfair prejudice against certain creditors as well as material irregularities in the implementation of the CVA’, according to a joint statement from Mark Fry of Begbies Traynor and Charlotte Coates of JLL. The challenge was last week settled out of court.

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Veteran partner Peter Rogan, who was Ince’s senior partner between 2000 and 2008, has been named interim chairman of the firm’s board. Rogan will oversee the permanent appointment of Heuvels’ successor, in addition to the day-to-day running of the firm.

Heuvels, who will continue working at the firm, had served as senior partner since 2015. Just last October, he relocated to Hong Kong to expand Ince’s Asia-based client relationships.

Heuvels said in a statement: ‘The time is right for me to pass on the leadership baton of the firm and I will continue to spearhead our Asia growth plan from Hong Kong. It has been an honour for me to lead Ince & Co since 2015 and I look forward to working closely with our new international senior partner following their appointment.’

Heuvels’ decision to stand down compounds a period of serious upheaval for Ince, with 25 business services staff and seven fee earners being let go in July. After the redundancies, the firm also said it was looking to sublet 22% of its 35,000sq ft floor space in Aldgate Tower.

The firm also recorded a poor set of financial results for 2017/18, with overall revenues dipping 6% from £88.5m to £83.4m. In recent years, Ince has taken various measures to improve its performance, such as restructuring its partnership and creating a bonus remuneration pool which saw the top of equity jump from £430,000 to £550,000.

Under Heuvels’ leadership, the firm opened offices in Marseille and Cologne and made significant investments in technology to promote agile working.

Rogan commented: ‘On behalf of all our people I want to thank Jan for his commitment to leading Ince & Co over the last three years. As international senior partner he has successfully overseen the delivery of a number of strategically important initiatives that have significantly modernised the structure and working practices of our firm.’

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The firm’s revenue for the year to 31 July 2018 rose 7% to £57.6m, while profit lifted 8% to £23.8m. Chairman Peter Lawson (pictured), who took on the role at the start of August alongside new managing partner Tamar Tammes after the firm changed its leadership for the first time in a decade, told Legal Business he was pleased given it had been a tougher year for the Scottish economy.

‘We’ve set a three-year growth plan and one year in we’re absolutely on track.’

Lawson pointed to a recovery in oil prices, which resulted in growth for the Aberdeen market, as well as investment in renewable energy and technology. Major deals included advising on Savannah’s $125m fundraising and reverse takeover of Seven Energy, as well as the Alternative Investment Market (AIM) listings of i3 Energy, Springfield Properties and Beeks Financial Cloud.

‘Last year was a pretty flat year for the sector, this year there has been a bounce back. Oil prices are a big factor in the Scottish economy, and Aberdeen is a significant part of our economy.’

But the past year was the first in which emphasis on international business, a strategy implemented about three years ago, has been borne out in the results. International clients saw Scotland as increasingly attractive for inward investment and the firm had people on the ground in the US, China, Norway, Canada, India, Germany and Israel every week. This year also saw Burness appointed to the Lex Mundi network of independent law firms.

‘When we speak to clients they see Scotland as a cracking place to do business,’ said Lawson. ‘No doubt the weak pound has helped inbound investment across the UK as a whole but that – combined with it being a good, stable, economy, even with Brexit there – means clients looking to expand their businesses globally are looking at the UK and thinking it’s a safe place to do business.’

Burness Paull’s performance mirrors growth at fellow Scottish independents Brodies and Shepherd and Wedderburn, which saw revenue increases of 3% and 6% respectively. All three firms have seen revenue rise 49% over the past five years.

Burness Paull is paying a 5% bonus to its employees as a result of the performance. The firm has 317 lawyers and 67 partners, promoting five partners the past financial year and hiring former Pinsent Masons restructuring partner Michael Thomson.

Lawson said the changing geopolitical environment and technology would continue to put pressure on prices and the way law firms operated. But he is confident there would be future growth.

‘We think that there will be strong activity, we’ve seen a real increase in capital markets work in the energy sector and private equity will continue to be active. We’re confident that the Scottish market will continue to get strong inward investment.’

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Contentious construction and engineering partner David Robertson is joining White & Case’s arbitration team from Bryan Cave Leighton Paisner (BCLP), while Cadwalader, Wickersham & Taft litigation partner Steven Baker joins the firm’s commercial litigation practice.

Robertson joined legacy Berwin Leighton Paisner in 2013, and has experience acting on major construction, energy and infrastructure projects, while Baker acts on technology disputes, a sector White & Case has highlighted for growth.

Dipen Sabharwal, regional section head of EMEA disputes, told Legal Business: ‘Disputes in London is a core part of our 2020 strategy, and these two hires ticked all the boxes.’

The firm’s much-touted 2020 strategy is about going ‘toe to toe with the Magic Circle’. London-based executive committee member Oliver Brettle, the firm’s former City office head, commented: ‘As we continue to take the fight to the Magic Circle, the arrival of leading partners such as Steven and David propels us forward.’

The headline hires follow that of Chris Brennan’s arrival at the firm in June, with the experienced litigator arriving from Addleshaw Goddard. The latest arrivals take White & Case’s City lateral recruitment count up to nine this year.

Sabharwal added that more disputes hires would be needed if the firm is to make good on its commitment to surpass the City elite: ‘We’re at the halfway mark of our 2020 strategy and we’re not there yet, but it’s a continuing ambition of ours.’

Meanwhile, last month White & Case announced the opening of a new office in Chicago, as the firm continued its dynamic growth drive globally.

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The financial details of the deal, announced today [7 August], were not disclosed, but Riverview’s turnover is believed to have risen to more than £10m since it launched in 2012, meaning the acquisition is expected to carry a hefty price tag.

For EY, the buy is touted as a means by which the accounting firm will look to enhance and scale its EY Law managed services offering. EY global head of alliances for tax, Chris Price, will become chief executive of the rebranded EY Riverview Law once the acquisition has been completed later this month. He will be working closely with the existing Riverview leadership as EY looks to service clients across the globe.

The acquisition also sees global law giant DLA Piper offload its stake in Riverview, with the firm previously owning 21% investment in the parent company, LawVest. That stake reduced to 14% after Riverview demerged with Kim Technologies, its highly-rated AI platform, in September 2017.

Riverview’s long-standing relationship with Kim was established when the New Law provider invested in the company in 2014. DLA has maintained a small minority stake in the technology platform following Riverview’s sale.

After launching in 2012, Riverview’s turnover has risen from about £200,000 to what analysts estimate is more than £10m. Riverview invested millions into Kim before the AI platform became separately funded as a global software business.

Speaking to Legal Business earlier this year, Riverview chief executive Karl Chapman (pictured) commented on law firms’ adoption of legal tech: ‘It is fascinating, there is a complacency driven by the profitability and margins that law firms make. It will take 3 to 4 years for that to really come home to roost and there will be some big winners in that changed environment.’

‘Corporate legal departments are moving at a much faster pace, they are adopting technology much quicker, and law firms will be required to catch up because the customer will require them to catch up,’ he said.

Cornelius Grossman, EY global law leader, commented: ‘Legal managed services is one of the fastest growing segments of the legal market. This acquisition underlines the position of EY as a leading disruptor of legal services; it will provide a springboard for current EY legal managed services offerings and bolster the capabilities that we can help deliver for EY clients.’

DLA’s decision to maintain an investment in Kim contrasts with Bryan Cave Leighton Paisner (BCLP), which sold its entire 62% investment in Lawyers On Demand (LOD) to buyout house Bowmark Capital in May.

Chapman added: ‘Put simply, we are excited by the next stage in our journey. We believe that the combination of the Riverview Law operating model, operating platform and people, alongside the EY brand, EY clients, existing legal services offering and global scale is a winning formula for the legal market.’

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An upbeat chair Paul Rawlinson claimed his firm was winning more higher value work as revenue rose 10% in constant currency and 8% in dollar terms from last year’s $2.67bn. The result confirmed Bakers as the third highest billing firm in the world, behind Kirkland & Ellis and Latham & Watkins.

Rawlison said the firm was climbing up the value chain in the mandates it acted on, pointing to the 13% growth in profits outpacing the increase in revenue.

‘The giant is awakening,’ he added, referring to Legal Business’ feature on Bakers last year. ‘We are going up the market, there is no question about that.’

He saw the results as an endorsement of its strategy of focusing on the key money centres – London, New York and China – as well as integrating the global giant and pitching to clients around industry sectors.

EMEA had a particularly strong year and accounted for 39% of turnover. Americas were a close second at 35% despite a flat Latin American market due to the ups and downs in the local economies. Asia Pacific brought in the remaining 26% of revenue.

Rawlinson singled out the capital markets practice, which saw a significant increase in IPO activity, the international trade group, which was particularly busy advising on sanctions, as well as the employment and antitrust practices. However, he added: ‘You really have to be firing on all cylinders to make sure there is this steady growth across the firm.’

Bakers has been on an unusually high number of large mandates in recent months, such as Chinese internet giant Tencent’s €2.1bn acquisition of videogame publisher Ubisoft from Vivendi and Turkish freight shipping operator UN Ro-Ro’s €950m sale to DFDS. It also advised German company Knauf on its $6bn proposed takeover of USG Corporation as well as DK Telekommunikation and a Macquarie-managed consortium on the $6.7bn takeover of Danish telecoms business TDC.

The year also saw Bakers make a highly significant step towards its stategic goal of integrating along three profits centres in Europe, America and Asia by 2020 as it agreed a deal to unite the bulk of its EMEA business into a single pool. Although Germany and France stayed out of the grouping, Rawlinson said the ‘overwhelming majority’ of the partnership wanted a more integrated firm and promised there would be updates on that front within the next 12 months.

As well as opening its ninth US office in Los Angeles in March, the firm made considerable additions to its partnership over the year with 53 laterals and 64 promotions.

‘The investment in the key financial centres is starting to pick up with a lot of interesting candidates who are increasingly interested in our platform,’ Rawlinson said.

The double-digit revenue growth is particularly good news for a firm that has consistently failed to gain real momentum after the banking crisis.

The five-year performance now looks rosier, with the firm hiking revenue 20% since 2012-13. Profits per equity partner (PEP) still lags the Global 100 average of $1.76m, but this year’s double-digit rise is a good step ahead towards the unofficial target of $2m.

Rawlison admitted that compared to the other giants in the world’s top three the firm has a profitability challenge but concluded: ‘I am optimistic that we can keep this pace. We are beginning to show we can make strides in profitability.’

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US heavyweight Kirkland & Ellis has reported a perfect retention score of 100% as all 10 of its qualifying cohort will remain at the firm. Travers Smith likewise reported a retention score of 100% as it plans to keep all 21 of its new qualifiers (NQs). Magic Circle outfit Clifford Chance – who recently upped the number of training contact places it will offer – will keep 36 of its 47 NQs giving them a retention result of 77%. Hogan Lovells will keep 27 of its 28 soon-to-be qualified solicitors, giving them a retention figure of 96%. 26 of the 27 newly-qualified solicitors at Bristol-based Burges Salmon will take up associate level roles at the firm, while 8 out of the 10 qualifiers at Mayer Brown accepted NQ job offers from the firm. Sherman & Sterling and Slaughter and May reported near-identical retention scores, with the former retaining 11 of its 13 qualifiers (85%) and the latter keeping hold of 32 trainees from its 37-person cohort (86%). 21 of the 23 offers of newly-qualified solicitor roles were accepted by trainees at Taylor Wessing, giving the firm a retention score of 91%.

Kaplan prevailed in a year-long contest between a number of organisations to develop the Solicitors Qualifying Examination (SQE). They were appointed for a period of eight years beginning from the introduction of the SQE, which could be as early as September 2020.

As Kaplan’s appointment was announced, BPP issued a statement saying it had chosen not to participate in the tender process. Director of business development Tricia Chatterton told Legal Business: ‘We looked at the tender documentation and concluded it wasn’t for us. We are in the business of training, it’s always been in our DNA. Why would we want to be the assessment provider for something likely to be problematic?’

ULaw also withdrew itself from the bidding at an early stage. It said: ‘Following an initial expression of interest, The University of Law decided not to tender for the SQE.’

Pro vice-chancellor Peter Crisp commented: ‘The University of Law looks forward to the opportunity to work with Kaplan, to ensure the SQE delivers future legal education and training to the same high standards expected by the profession and the public. It is our hope that this appointment will now lead to the publication of a clear timetable for the assessment implementation, which will provide students, the profession, and ultimately the public with certainty and confidence in the SQE.’

Other unsuccessful bidders have not been identified, largely due to the use of non-disclosure agreements throughout the process. However, the SRA said it featured ‘high quality bids from credible organisations’ that came from ‘a range of expertise in the field, including experience in setting legal assessments’.

The SQE has received substantial criticism since it was announced. Last year a number of City lawyers expressed concern at the single, centrally-set exam. Travers Smith managing partner David Patient said he had ‘serious reservations about the scope and rigour’ of the proposed assessment.

The City of London Law Society (CLLS) also weighed in, slating the multiple-choice nature of the assessment. Its submission to the consultation read: ‘Lawyers need to be able to do more than identify, or worse, guess a correct answer swiftly.’

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