Commentary: Calculated risk - firms hope to avoid online gaming claims
Though the end of the online gaming boom has long been predicted, advisers in the sector will surely have spent recent nights worrying about the fallout hitting them in some way. With Hammonds' £142m dispute with the Football League still fresh in many minds, firms that set out their stall in this risky area will know how damaging even a failed claim can be. Understandably, some firms appear to be now trying to sell the line that they had 'decided' to avoid gaming all along; claims which usually refer to banking clients heading for the hills, not strict ethical standards from law firms. Forget the revisionist puff, there wasn't a single major City practice that intentionally avoided the gaming sector.
November 01, 2006 at 07:03 PM
3 minute read
Though the end of the online gaming boom has long been predicted, advisers in the sector will surely have spent recent nights worrying about the fallout hitting them in some way.
With Hammonds' £142m dispute with the Football League still fresh in many minds, firms that set out their stall in this risky area will know how damaging even a failed claim can be. Understandably, some firms appear to be now trying to sell the line that they had 'decided' to avoid gaming all along; claims which usually refer to banking clients heading for the hills, not strict ethical standards from law firms. Forget the revisionist puff, there wasn't a single major City practice that intentionally avoided the gaming sector.
But it was always known that this stance had risks, given the question over the sector's legality in the US. Freshfields Bruckhaus Deringer was one of the most high-profile advisers, acting on the £5bn PartyGaming initial public offering, while Nabarro Nathanson and Travers Smith advised on Empire's £512m junior market float last year. Berwin Leighton Paisner and Ashurst also led on Sportingbet's £169m purchase of Paradise Poker in 2004.
Last month's US crackdown, which makes it illegal for banks and institutions to process unlawful gaming transactions, has already led to numerous fire-sales and administrations as American businesses have become next-to-worthless overnight.
This leaves advisers two things to worry about. Firstly, it is accepted that law firms have not generally placed a limit on their liability for these deals. Given that it has become increasingly common for banks and accountants to cap liability, that could position the lawyers as very tempting targets.
Secondly, although the possibility of gaming companies themselves suing is remote – as one gaming lawyer puts it: "Law firms cannot be held to blame when the risks they warned about materialise" – US investor action remains a genuine risk.
Lawyers remain warily confident on the issue, as firms went out of their way to flag up the regulatory risks in offer documents. Reed Smith corporate partner Jeff Rodwell explains: "It will be very difficult for investors to claim they did not understand the risks. They were pretty clearly spelt out."
Lawyers will also take heart from the fact that this situation differs significantly to Hammonds' Football League case. Hammonds became embroiled in a dispute after things took an unexpected turn, making the case hinge on whether the law firm should have made provisions for unlikely eventualities. In contrast, the gaming sector has been an, ahem, calculated gamble for the advisers and investors right from the start. Still, there is no denying that the profession itself took a sizeable bet on this one.
Banging the Brum
National firms might be known for having more proactive PR operations than their City counterparts (not hard), but their eagerness to promote recent deals – Hammonds' role acting on a £139m Birmingham M&A deal this week ( see page 59) and Wragges' and Eversheds' recent roles on the £400m construction of a major tower in Britain's second city – suggests that Midlands' finest actually have something to promote after a lean few years. Which still leaves the question of whether the reviving Midlands legal scene can generate enough work to feed the firms moving into the market.
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