Europe winners

Author: | Published: 26 May 2017
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Congratulations to all the winning deals, teams and individuals

Allen & Overy was named IFLR's international law firm of the year at the 18th annual European awards, held in London at the Savoy Hotel. The firm scooped up eight awards in total across a broad array of practice areas, from structured finance and securitisation to loans and private equity.

The ceremony brought together the continent's best legal talent to celebrate 2016's most innovative deals, teams and firms.

Latham & Watkins picked up the highly-coveted title for most innovative US firm in Europe while Clifford Chance received four team of the year awards across financial regulation, loans, private equity and restructuring. Linklaters and Cleary Gottlieb also won several awards for some of their work.

Meanwhile Simon Gleeson, also of Clifford Chance, was given an award for his contribution to regulatory reform, and ex-Linklaters partner Andrew Carmichael was presented with the lifetime achievement award.

On the in-house side, Credit Suisse was given the in-house debt team of the year awards, while Goldman Sachs won the in-house equity team of the year award.

The awards were supported by Amref and Orbis, which gives communities across the world access to quality eye care, transforming lives and restoring vision for those who need it most.

Congratulations to all the winners.


Deal and team winners


Debt and equity-linked

Crédit Agricole senior non-preferred instrument

Crédit Agricole launched a 10-year senior non-preferred instrument that sets the benchmark for a new breed of bank capital across Europe - the first bank to issue such an instrument. The new capital is designed to implement the Bank Recovery and Resolution Directive and enable French banks to meet the Financial Stability Board’s total loss absorbing capacity requirements. This new class took a year to develop, and will rank senior to regulatory capital and subordinated debt but junior to other unsecured liabilities.

Crédit Agricole’s instrument was introduced via France’s Sapin 2 law, which applies to all institutions and can be taken up by global systematically important banks.

Deal counsel: Cleary Gottlieb Steen & Hamilton

Team of the year: Cleary Gottlieb Steen & Hamilton


Equity

DONG Energy IPO

The $11 billion flotation was the largest in Europe in 2016, the largest in the country's history, and was widely seen as one of Europe’s most successful over the past several years.

At the centre of the issuance was political tension. Certain parties in the Danish Parliament did not support the fundamentals of the transaction and the IPO had to negotiate through this opposition, which largely centered on valuation issues, constituents’ views on valuation, and disclosure issues concerning the company’s future in its three business areas: oil and gas, offshore wind and gas utility.

Deal counsel: Accura, Davis Polk & Wardwell, Gorrissen Federspiel, Kromman Reumert, Latham & Watkins, Plesner, Sullivan & Cromwell

Team of the year: Linklaters


High yield

Virgin Media receivables financing notes

Virgin Media’s offering is the world’s first ever receivables financing notes (RFN), and provides Virgin with a large one-off cash flow injection while creating a mutually beneficial supplier invoice system. The system provides credit enhancement and early payment to suppliers, and significantly develops the supply chain finance market, allowing corporates to term out their accounts payable until the RFN’s maturity.

Virgin used the proceeds as a line of financing to purchase receivables owed to suppliers of certain Virgin subsidiaries off a platform. The issuance is also a type of intermediate unsecured tranche, and will appeal beyond low investment grade.

Deal counsel: A&L Goodbody, Allen & Overy, Arthur Cox, Dorsey & Whitney, Latham & Watkins, Ropes & Gray

Team of the year: Latham & Watkins


Loan

Bayer's syndicated bridge loan

There is no precedent for this $57 billion loan to Bayer, set up for financing its takeover cash offer of US-listed Monsanto. One of the unusual issues counsel had to grapple with was the creation of a secure mechanism for currency conversation that did not impact the currency markets.

The size of the loan heightened the stakes for all parties involved at every stage of the transaction. When the loan was agreed, there was still uncertainty over how the M&A transaction would proceed, meaning the financing had to be linked to several options and in place over a significantly extended period. The transaction also factored in an unusual level of flexibility and security for borrower and lender.

Deal counsel: Allen & Overy, Clifford Chance, Sullivan & Cromwell

Team of the year: Clifford Chance


M&A

AB InBev / SABMiller

The deal is the third largest merger in history. It sets a gold standard on how to manage global regulatory and competition strategy. Parties also negotiated under intense public scrutiny either side of the UK’s Brexit vote, which created sterling pricing issues. The novel acquisition structure required an exceptional level of cooperation from the seller (SAB). The deal consisted of a simultaneous Belgian offer and merger process alongside a UK scheme of arrangement. It used a Belgian SPV for the merged company, and secured dispensations from Belgian and UK regulators. The parallel dual offer to different shareholders was a first.

Deal counsel: Cravath Swaine & Moore, Freshfields Bruckhaus Deringer, Herbert Smith Freehills, Hogan Lovells, Linklaters, Macfarlanes and Sullivan & Cromwell

Team of the year: Freshfields Bruckhaus Deringer


Private equity

HarbourVest / SVG Capital

HarbourVest Partners’ acquisition of 100% of the investment portfolio of SVG Capital for £807 million followed its rebuffed £1.02 billion offer for SVG’s entire share capital. The deal started as a hostile bid, with SVG responding by soliciting rival offers. HarbourVest changed tack to a secondary acquisition of SVG’s investment portfolio, rather than an outright purchase of SVG itself.

HarbourVest’s switch to an asset deal was unprecedented under the UK Takeover Code. Its hostile bid was also practically unheard of in the listed funds market. The deal is expected to trigger similar deals for listed funds, where share prices are low compared to their asset value. It significantly developed the secondaries market and boosted values of London-listed traded funds.

Deal counsel: Allen & Overy, Debevoise & Plimpton, Norton Rose Fulbright, Slaughter and May

Team of the year: Clifford Chance


Project finance

Solar Storm

Solar Storm, a 70 MW UK solar farm, is the largest solar farm and private wire renewables project in the UK. It has a unique structure and is the first completed project in a UK government programme to generate its own green power from government-owned brownfield sites.

Counsel created a bespoke PPP framework that, rather than using public funds, allows government to harness international project financing into a dedicated fund. This pilot project proved the framework as viable and the project sponsor BSR has since successfully employed the model on three further projects. The government connection in such a project is unprecedented, and the bespoke PPP model had to balance government and private sector requirements.

Deal counsel: Baker Botts, Dorsey & Whitney, Norton Rose Fulbright, Orrick Herrington & Sutcliffe, Simmons & Simmons

Team of the year: White & Case


Restructuring

Heta distressed debt restructuring

The €11 billion Heta Asset Resolution distressed debt restructuring was a true landmark on a European level. It forged a path through an untested and politically delicate process - the alternative was the insolvency of an Austrian state. It was the first time a European AAA or AA+ sovereign or sub-sovereign entity underwent a debt reduction process and the first-ever application of the EU's Bank Recovery and Resolution Directive’s bail-in resolution tools. The result saw creditors take a 10% haircut with the offer of zero-coupon bond.

Deal counsel: Abel, Binder Grösswang, CMS, Dorda Brugger Jordis, Gleiss Lutz, Goerg, Hausmaninger Kletter, King & Spalding, Kirkland & Ellis, Linklaters, Schönherr, Skadden Arps Slate Meagher & Flom, Wolf Theiss

Team of the year: Clifford Chance


Structured finance & securitisation

Towd Point mortgage funding 2016-Granite 1

The Towd Point mortgage funding is a residential mortgage-backed securitisation where bonds are backed by a unique pool of over 80,000 mortgages from the legacy book of Northern Rock. The deal is the largest transaction of its kind since the global financial crisis.

The deal includes several new features, including a liquidity facility provider, which has never been done for a large amount before and has only ever been used in CMBS transactions. It is also the first European securitisation to use a net weighted-average coupon cap. The deal was structured as a 144A transaction in compliance with US risk retention requirements.

Deal counsel: Allen & Overy, Brodies, Linklaters, Shepherd & Wedderburn

Team of the year: Allen & Overy


National winners

Austria
Schönherr

Baltics
Ellex

Belgium
Allen & Overy

Czech Republic
Allen & Overy

Denmark
Kromman Reumert

Finland
Roschier

France
Clifford Chance

Germany
Gleiss Lutz

Greece
Bernitsas Law

Hungary
Réczicza Dentons Europe

Ireland
A&L Goodbody

Israel
Erdinast Ben Nathan Toledano & Co

Italy
BonelliErede

Luxembourg
Arendt & Medernach

Netherlands
NautaDutilh

Norway
BA-HR

Poland
Clifford Chance Janicka Krużewski Namiotkiewicz

Portugal
MLGTS

Romania
Clifford Chance Badea

Russia
Cleary Gottlieb Steen & Hamilton

Spain
Linklaters

Sweden
Vinge

Switzerland
Homburger

Turkey
Çakmak - Gökçe

Ukraine
Sayenko Kharenko


Individual winners


Contribution to regulatory reform award

Simon Gleeson

Clifford Chance’s Simon Gleeson

Simon Gleeson is a partner at Clifford Chance in London. He was admitted as a solicitor in England and Wales in in 1996 and became an associate at Allen & Overy in 1999. After gaining partnership at Allen & Overy in 2001, he moved to Clifford Chance in 2017 where he has remained since.

Gleeson advises regulators and public bodies as well as banks, investment firms, fund managers and other financial institutions on a wide range of regulatory issues. He is the lead legal advisor to the main UK banking and financial services industry bodies regarding Brexit. But he is also heavily engaged in the development of law and policy in finance. He is regarded as one of the intellectual leaders in the post-crisis reform of financial regulatory and resolution law, having worked with national and international bodies to develop the bail-in concept. He has been called to give evidence to UK and EU parliamentary committees, and has worked closely with legislators around the world including G20 governments. He advised the World Economic Forum on its 2009 Report on The New Global Financial Architecture, and was involved in the creation of the UK's Banking Standards Board.


Lifetime achievement award

Andrew Carmichael

Lloyds Bank’s Simon Davies and Andrew Carmichael

Andrew Carmichael was a Linklaters partner for over 20 years, having worked at the forefront of the capital markets since the 1980s. He began his career as an articled clerk at Linklaters in London in 1979, becoming partner in 1987. He then spent much of the 1990s and early 2000s in senior partner roles in Asia, in both Tokyo and Hong Kong, before returning to London with the firm in 2013. He retired from Linklaters at the end of 2016.

He has extensive experience going back to the birth of the Eurobond market to the Japanese bond issue boom of the 1980s and early 1990s. His work covered the full range of finance and capital markets transactions from short term debt through to permanent capital, having advised issuers through to arrangers and lead managers of financing transactions.

During the research process for the award, lawyers across the spectrum were full of praise. He was singled out by one magic circle partner not just for his intellect but also his ability but his willingness to mentor junior staff.


International law firm of the

year – Allen & Overy


Allen & Overy had a great year in 2016, reflected by its appearance on the highest number of shortlisted deals. It was also named winning law firm in Belgium and the Czech Republic.

Among its highlights were pivotal roles on the Nykredit senior resolution notes and AB InBev's corporate bonds, as well as on innovative offerings by Virgin Media, IHO Holding, Ziggo and Perstorp.

Of particular note, the Enav IPO broke new ground in Europe and the WIND/3 JV set a gold standard in competition strategy. Towd Point and Virgin Media set new precedents in securitisations.


Firm and bank awards


Most innovative US firm of the year

Latham & Watkins

In-house equity team of the year

Goldman Sachs

In-house debt team of the year

Credit Suisse

 


 

 

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