Linklaters has turned the economic downturn to its advantage demonstrating creativity in its approach and a number of excellent opportunities advised on by its pan-European private equity team. According to data from Thomson Reuters, Linklaters advised on some 30 deals worth approximately US$8.88bn in 2009.
In 2009, the 120-strong European private equity team has had key roles on market-changing deals for both new and existing clients.
Partners Ian Bagshaw, Richard Youle and Charlie Jacobs lead the global private equity team within Linklaters. In terms of personnel changes within the group during 2009, the team has remained stable. David Holdsworth, a corporate MA in London was promoted to partner in May 2009, demonstrating Linklaters’ commitment to private equity during a very challenging period for the industry as a whole. Holdsworth specialises in public and private M&A, with a particular focus on private equity. He advises both private equity houses and corporate clients, with his main areas of practice including public and private M&A, joint ventures and general corporate advice.
As a firm, Linklaters covers all aspects of the private equity industry, from advising limited partners on fund commitment obligations to working with the sponsors on their portfolio companies to advising the banks on financing arrangements for private equity transactions. In addition, Linklaters’ Knowhow Counsel is a member of the British Venture Capital Association’s (BVCA) Legal and Technical Committee and is active in helping to lobby against aspects of the AIFM Directive.
Worthy of particular note in 2009 is Linklaters role in advising an LP on one of the most innovative secondary transactions in the private equity industry to date. Linklaters advised China Investment Corporation (CIC) on its minority investment into Apax Partners LLP and its commitment to Apax’s most recent buyout fund through an innovative sidecar structure.
Restructuring and new money deals advised on by the firm delivered a number of firsts for the industry, according to the firm – the first big private equity restructuring (advising Candover on Ferretti), the first big loan to own scheme (advising Affinity Equity Partners on the US$1.8bn acquisition of Oriental Brewery from Anheuser-Busch InBev by Affinity and KKR – the largest transaction since 2006) and one of the most complex P2Ps this year (advising HgCapital on the acquisition of Goldshields).
On the restructuring side key transactions included advising the above mentioned Candover and its portfolio company, Italian luxury yacht manufacturer Ferretti, on the €1.2bn debt restructuring of the company which was one of the largest and most high-profile debt restructurings in Italy since the start of the credit crunch. The firm also advised Candover on another of its portfolio companies Hilding Anders AB on the debt and equity reorganisation of the company and its subsidiaries. The transaction required the agreement of a large number of stakeholders – more than 150 senior lenders, 15 mezzanine lenders, Candover and management – all of whom had divergent interests. The deal also demonstrates Linklaters’ strong pan-European capabilities with dealings in each of the following cities: London, Stockholm, Amsterdam, Paris, Milan, Brussels, Luxembourg, Madrid and Warsaw.
Key new money transactions include advising HgCapital on the recommended bid for Goldshield Group plc, a competitive and complex public to private transaction involving numerous revised bids and including an aggressive stake-building strategy.
A politically sensitive deal was CVC’s €373m acquisition of Post Danmark’s stake in the Belgian Post and corresponding changes to the shareholders’ agreement relating to the Belgian Post. Negotiations included several politically sensitive elements such as the mere fact that the Belgian State would be confronted with a private equity player being the sole other shareholder, timing for CVC’s exit (through IPO or otherwise), terms of CVC’s lock-up, pre-IPO capital restructuring, etc. Negotiations with the Belgian Government were difficult, also given that negotiations took place in a pre-electoral climate.
Finally, also worthy of particular note in one of the largest Spanish private equity deals of the year, Linklaters advised Apollo Real Estate Advisers and Europa Capital Partners in connection with their investment in a RREEF-controlled Spanish joint venture company established for the purposes of acquiring a €1.23bn portfolio of properties from BBVA in a sale and lease back arrangement. Linklaters advised several parties including the investors, Barclays Capital, Caja de Ahorros y Pensiones de Barcelona (“la Caixa”) and Deutsche Bank AG, London Branch, as mandated lead arrangers of the €917.5m senior facility and €91.5m mezzanine facility. The law firm also acted for the hedging banks in relation to the interest rate and inflation hedging.
Headquarters: London, UK
Number of offices: 26
Private equity partners: 120 in Europe
Private equity deals in 2009: 30
Total value of deals: US$8.88bn
WHY THE FIRM WON:
• Advised on 30 deals worth approximately US$8.88bn
• Advised China Investment Corporation (CIC) on its minority investment into Apax Partners and its commitment to Apax’s most recent buyout fund through an innovative sidecar structure.
• Advised on one of the biggest private equity restructurings of the year, the Candover-owned Ferretti.
• Worked on the private equity industry’s first big loan to own scheme, advising Affinity Equity Partners on the US$1.8bn acquisition of Oriental Brewery from Anheuser-Busch InBev by Affinity and KKR
• Took part in one of the most complex P2Ps this year, advising HgCapital on the acquisition of Goldshields.
• Advised CVC on its acquisition of Post Danmark’s stake in Belgian Post
Allen & Overy