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International Edition

Four Seasons £1.5bn finance talks lures major City line-up

Macfarlanes, Allen & Overy (A&O), Linklaters, Ashurst and Kirkland & Ellis have advised as the company was this month granted a repayment reprieve until the end of October, giving it time to work with lenders on restructuring its debt.The repayment was part of an agreement with the care-home chain made in 2006 when it was bought out by investment house Three Delta for £1.4bn from former owners, Allianz Capital Partners.The original deal gave Four Seasons until the end of August to refinance the debt but the company was unable to do so owing to the poor credit markets. Macfarlanes has been acting for Four Seasons throughout the negotiations, with corporate partner Ian Martin taking the lead. The top 30 firm has advised Four Seasons since 1999 and Martin advised the company's management team during its 2006 buy-out. Four Seasons has been left with 11 tranches of debt including some payment-in-kind (PIK) loans held by lenders including Royal Bank of Scotland (RBS) and Trafalgar Asset Managers.
2 minute read

International Edition

Commentary: Tax tourism means work for City firms, but at what price?

At a time when large corporate deals are few and far between, the decision of FTSE 100 pharmaceutical company Shire to relocate to Ireland has kicked off a steady stream of work for City law firms advising other companies looking to follow suit. Given that the deals are lengthy and expensive, and require large teams of lawyers, a handful of firms, led by Slaughter and May, seem to be doing pretty well from the mandates.Since Shire's announcement in the spring, at least four other companies have followed its lead. Most recently, office space rental company Regus said it was moving its operations to Luxembourg, following closely in the wake of United Business Media (UBM), Henderson Group and engineering group Charter, which have all decided to shun the UK in recent months. Each has declared they do not want to put up with the UK regime governing the taxation of overseas profits - maintaining that it is both punitive and territorial.
4 minute read

International Edition

Slaughters, Lovells and A&O advise on £1bn Cable & Wireless bulk annuity deal

Slaughter and May, Lovells and Allen & Overy (A&O) have won lead advisory roles on a £1bn bulk annuity deal between Cable & Wireless and Prudential, thought to be the biggest of its kind in the UK to date. The deal saw the trustees of the Cable & Wireless Superannuation Fund agree to the £1bn buy-in of an insurance policy for its pensioner liabilities with Prudential. Lovells advised the scheme's trustees, fielding a team led by pensions partner Stephen Ito with support from business restructuring partner Joe Bannister and financial institutions partner Dominic Hill.Lovells has traditionally advised Prudential on this type of transaction but on this occasion the firm had already chosen to advise Cable & Wireless trustees as the company is also a longstanding client.Instead, Prudential turned to Slaughter and May, where pensions and employment partner Philip Bennett headed the team. He was assisted by corporate finance partner Oliver Wareham, capital markets partner Guy O'Keefe and financial regulation partner Jan Putnis.Prudential is an established client of the firm, but this is the first transaction of this kind on which Slaughters has advised.
2 minute read

International Edition

Beachcroft wins role on MoD PFI project

Beachcroft has advised on a £690m PFI project to provide the UK Ministry of Defence (MoD) with new office and accommodation facilities.The deal, which came to a financial close on 1 August, saw the firm take a lead role for Inteq, the 50:50 joint venture between project developer John Laing and services and maintenance group Interserve. The project sees the Inteq consortium work with the MoD to create and manage flagship offices, a state-of-the-art communications centre and an accommodation complex for 2,200 military and civilian staff at Corsham in Wiltshire. Both Laing and Interserve have committed £6.75m to the project, while Dresdner Kleinwort has provided £148m worth of debt. Under the terms of the deal, the MoD will pay the consortium for the cost, upkeep and maintenance of the facilities up to the value of £690m over the next 25 years.The Beachcroft team, led by the firm's head of projects, Malcolm Austwick, and assisted by projects solicitor Alison Guildford, was initially introduced to Inteq via existing client Interserve when the consortium originally tendered for the work from the MoD back in 2004.The MoD turned to longstanding adviser Bristol-based Veale Wasbrough, instructing projects partner David Worthington, assisted by associate Jonathan Jones. Meanwhile, CMS Cameron McKenna project finance partner Jason Davies advised Dresdner Kleinwort.Beachcroft's Austwick said: "This was a big deal for the firm and we had quite a lot of lawyers involved in addition to projects lawyers. It was an interesting site to work on."
2 minute read

International Edition

Dealmaker: Mark Curtis

Simmons head of corporate, Mark Curtis, delivers football agony and a classic bit of daft jargon...
4 minute read

International Edition

Slaughters wins lead on £1bn buy-out house IPO

Slaughter & May has landed the lead role on the planned £1bn initial public offering of buy-out specialist Resolution. The acquisition vehicle, set up by entrepreneur Clive Cowdery, is planning to raise the money through a stock market flotation this November.Cowdery is a longstanding client of Slaughters, despite the firm missing out on Resolution's takeover of the Pearl Group earlier this year due to conflicts.
2 minute read

International Edition

A&O, Addleshaws lead on Nationwide takeovers

Allen & Overy and Addleshaw Goddard have taken the lead roles on Nationwide's takeovers of Derbyshire and Cheshire building societies. The two smaller rivals of Nationwide have been forced into loss by credit defaults in the near-prime and sub-prime mortgage and loan portfolios.Derbyshire Building Society, which has assets of £7.1bn, 50 branches and 485,000 members, is expected to report a pre-tax loss of £17m for the half-year to the end of June. Cheshire Building Society has around £4.9bn worth of assets, 45 branches and over 440,000 members and will record a loss of £10.5m for the half year.
2 minute read

International Edition

Commentary: Will Barter move herald a new kind of general counsel?

After several years of dramatic moves in the private equity community, City observers have been waiting a while for a really interesting transfer, so perhaps it is surprising that, when it came, it wasn't a law firm that was doing the hiring. The appointment in question, of course, is Charles Barter's move to become Bridgepoint Capital as general counsel. By any standard, it is an interesting move. The Travers Smith veteran has impeccable buy-out credentials, having helped to co-found the firm's much-admired private equity team in 1996.And while the firm is viewed as having a decent crop of younger partners, for many, Barter is up there with Chris Hale as the driving force of the buy-out team. Barter's record was underlined by a strong run of deals, taking management roles on major bids such as Saga's £6.15bn merger with the Automobile Association (AA) and on the £1.02bn buy-out of The Tussauds Group. For sponsor roles, Barter was one of the most prolific deal-doers at the quality mid-market level, a record underlined by his lead role for Bridgepoint on the £360m acquisition of Fat Face.
4 minute read

International Edition

Freshfields and A&O score lead roles on Union Fenosa's E19bn acquisition

Allen & Overy (A&O) and Freshfields Bruckhaus Deringer have landed leading roles on Gas Natural's E19bn (£15bn) takeover bid for Spanish energy rival Union Fenosa. The deal will mean Freshfields reprising a role for longstanding client Gas Natural while A&O is acting for the banks financing the acquisition through a E19bn (£15bn) syndicated loan.Freshfields is fielding a team from both its Spanish and UK offices, with M&A partner Armando Albarran leading a team in Madrid advising the gas giant. The team also includes finance partner Inaki Gabilondo, antitrust partner Alvaro Iza and Spanish chief Miguel Klingenberg. Meanwhile, leveraged finance partner Sean Pierce is advising in London.
2 minute read

International Edition

Lovells fends off tough property market to advise Henderson on shopping centre fund

Lovells has advised Henderson Global Investors on the creation of a close-ended real estate fund to buy UK designer outlet shopping centres. The fund has bought three shopping malls for £365m from a consortium comprising BP Pension Fund, Axa and Morley Fund Management. Lovells funds partner James McDonald led a large cross-border team advising on the deal, which saw the fund, UK Outlet Mall Partnership, buying the three centres in Cheshire Oaks, Swindon and Bridgend. Other partners involved in the deal include tax partners Kevin Ashman in London, Herve Israel in Paris, Michael Dettmeier in Duesseldorf and Jason Kaplan in New York.
2 minute read

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