A&0 New York finance heavyweight joins Mayer Brown

Allen & Overy (A&O) global leveraged finance co-head Scott Zemser has left the firm to join Mayer Brown’s New York office.

Zemser joined the magic circle firm in the US less than two years ago from White & Case.

He joined the magic circle firm alongside two other White & Case partners, Alan Rockwell and Judah Frogel.

A&O broke its lockstep to recruit some of the team, which the firm hoped would be a turning point for its US offering and its global finance practice.

Speaking to Legal Week shortly after the hires, A&O’s global co-head of banking Philip Bowden described the moves as a “game changer” for the firm’s finance practice. In total the firm hired five lawyers at the time, including the three White & Case partners, Proskauer Rose banking finance partner Rajani Gupta and Milbank Tweed Hadley & McCloy associate Todd Koretzky, who joined as a partner.

With the exception of Zemser, they all remain at the firm.

Later that year, A&O’s New York office was hit by the departure of a trio of real estate partners, including the firm’s former US practice leader, to Milbank Tweed Hadley & McCloy.

However, it boosted its presence with a three-partner finance and securities team from Paul Hastings in February last year.

Zemser joins Mayer Brown’s New York office this week.

Mayer Brown global banking and finance co-head Paul Jorissen said: “Scott is highly regarded as a market-leading leveraged finance and restructuring lawyer.”

He added: “His extensive knowledge of both US and global leveraged finance markets, exceptional reputation representing financial institutions as lenders in leveraged finance and acquisition finance transactions and restructuring, and deep relationships in the financial community, will enhance our cross-office, cross-border and cross-practice finance offerings.”

A&O US senior partner Tim House said: “We would like to thank Scott for the contribution he made during his time here and wish him all the best for the future. Our US finance and corporate practices experienced substantial growth in 2017, and we expect that trend to continue this year.”

British Land appoints former Co-op Bank GC to head legal team

The Co-operative Bank’s former general counsel Brona McKeown has joined British Land as GC and company secretary.

McKeown, who was the FTSE 100 company’s first GC, takes over from Elaine Williams who left the property company to join UK logistics company Eddie Stobart after just two years in the role, in November 2017.

McKeown left the Co-op in October 2017, after joining in 2013 as its first legal head. She departed just two months after the company had secured a £700m bailout from hedge funds and other investors. She was replaced by the bank’s regulatory risk director David Bagley.

Before joining the Co-op Bank, McKeown had been interim general counsel at Coventry Building Society for less than a year. Prior to that, she held a number of roles at Barclays, most recently serving as global general counsel of its corporate arm. She joined the bank in 1998 after a six-year stint working for CMS.

Last year, British Land appointed former easyJet group company secretary Bruce James as interim company secretary after Williams left. Previously, James was a consultant at the company for a year, having moved over from easyJet in 2016.

Williams was involved in putting together British Land’s first legal panel in 2015. In January 2017, the company confirmed that Hogan Lovells was to take over KWM’s position on the roster after the firm’s European arm collapsed at the beginning of 2017.

In May that year, British Land sold London’s Leadenhall Building to Chinese investors for £1.15bn. Herbert Smith Freehills, Mayer Brown and Berwin Leighton Paisner picked up key roles acting on the sale of the the building, known as the Cheesegrater.

BLP-Bryan Cave merger vote delayed as firms face tax hit

Merger talks between Berwin Leighton Paisner (BLP) and Bryan Cave have been held up as the pair wrangle with tax issues relating to their desire for full financial integration.

Sources at both firms confirmed to Legal Week that a vote on the deal has been pushed back while the pair continue to address the tax complications of a fully integrated UK/US merger.

Some partners had initially expected to vote on the deal, which was announced in October last year, before the end of 2017, with the union potentially going live as early as January. However, BLP partners have said that no vote date has yet been communicated to them by management.

Both firms have previously stated their intention to pursue a fully integrated merger, rather than the looser Swiss verein or company limited by guarantee structures that have been adopted by many other recent transatlantic tie-ups.

One BLP partner said: “I think we are hoping to hear more [about the tax situation] before the end of the month. It should be imminent. People want to get on with it.”

A source at Bryan Cave in the US also said that they expected an update by the end of the month.

Jomati Consultants principal Tony Williams speculated that given the size of BLP and Bryan Cave, the tax bill associated with full financial integration could run into tens of millions. BLP posted revenue of £272m in 2016-17 against profit per equity partner (PEP) of £630,000. Meanwhile, Bryan Cave’s revenue for 2016 stood at $608m (£440m), against PEP of $865,000 (£650,000).

He said: “The basic problem that arises on this type of law firm combination is that in the UK, firms have to operate using accrual accounting, where the US work on cash accounting. Converting one to the other has a significant cost element and a US firm will probably want to stay on cash accounting to avoid taking a tax hit. It is a very significant issue, which is why the vast majority of mergers – even when they have one profit pool – tend to have the US still operating on a cash basis.

“You are probably talking between 20% and 25% of turnover being uplifted and that being subject to whatever the US tax rate is on that. That may be negated on accruing further expenses, but you are comfortably looking in the tens of millions.”

A partner at one transatlantic firm added: “Tax regulation often slows these things down because the UK firm becomes liable for US tax if you go for a consolidated approach. It is a one-off hit, but it normally creates a liability of many millions of pounds that you have to find out of the current year, and partners will have to swallow that.”

However, one BLP partner maintained that the two firms still wanted to push ahead with the one-firm structure referenced by Bryan Cave chair Therese Pritchard when the talks were confirmed.

He said: “None of the other [transatlantic mergers] are really fully financially integrated. With all of the other people who have tied up, the plumbing isn’t quite right.”

Big four accountant Deloitte is advising the firms on the tax structure of the proposed merger.

Earlier this month, BLP announced an earlier-than-usual round of partner promotions. Typically, the firm’s new partners are confirmed in April or May, but this year’s promotions were brought forward as a result of the merger talks.

Bryan Cave declined to comment. BLP said estimates into the tens of millions were incorrect and added: “we will not comment any further on what are confidential discussions”.

BNP

Global legal panel of BNP Paribas to be reviewed

BNP Paribas is gearing up to review its global panel of legal advisers, six years after it last overhauled the line-up.

The French bank is understood to be in the early stages of kicking off the process and has started initial interviews with existing firms.

A full review is expected to start later this year. The French bank’s last review saw first-time appointments for Freshfields Bruckhaus Deringer and Herbert Smith Freehills (HSF). Allen & Overy (A&O), Clifford Chance, Linklaters, Hogan Lovells, Norton Rose Fulbright, Cleary Gottlieb Steen & Hamilton, White & Case and Gide Loyrette Nouel were all reappointed to the roster, with other firms understood to have been appointed for specific advice.

That review was led by Georges Dirani, who joined BNP Paribas as global GC in October 2010 and remains in the same role today.

News of BNP Paribas’s planned review comes after Legal Week reported earlier this week that Lloyds Banking Group had finalised its customer pay panel, with firms including Clifford Chance and CMS among those making the cut.

The panel is known within the bank as its ‘pass-through’ panel. It covers legal advice to the bank’s clients on transactions, with fees passed directly onto the client, rather than paid by the bank itself.

BNP Paribas declined to comment.

India Supreme Court rules against national anthem at cinema

The Supreme Court of India ruled [judgment, PDF] Tuesday that the national anthem does not have to be played prior to screening of films in theaters.

An order on November 30, 2016, had required the playing of the national anthem before films in theaters. The court looked to the Constitution [text, PDF] of India which provides that “It shall be the duty of every citizen of India—(a) to abide by the Constitution and respect its ideals and institutions, the National Flag and the National Anthem.” A challenge was brought arguing that mandating theaters to play the anthem and requiring patrons to stand was a violation against fundamental rights and that the theater was not an appropriate place to show this respect for the nation.

The court concluded that the playing of the national anthem in theaters should be optional but emphasized that all citizens were still obligated to respect the national anthem when it was played or sung with the exemptions for those with enumerated disabilities.

DUBAI

LOD moves into Middle East market with Dubai launch

Lawyers on Demand (LOD) has made its Middle East debut with the launch of a base in Dubai.

The flexible lawyering service has opened in the city with a team of seven lawyers, after receiving a licence from the Dubai International Finance Centre.

The base will be led by Middle East managing director Brett Menadue, who joined LOD in May. He was formerly chief legal officer at Mara Global Technology, before which he was also a director of legal and compliance at Nokia in Dubai.

The official launch comes after LOD announced plans to open in Dubai in July this year.

LOD was launched in 2007 by former Berwin Leighton Paisner (BLP) partner Simon Harper and Jonathan Brenner, BLP’s then head of recruitment, and five years ago became independent of BLP.

The business has grown to over 600 lawyers and consultants in ten years. It expanded into the Asia-Pacific region last year via a merger with AdventBalance, and now has bases in London, New York, Singapore, Hong Kong, Brisbane, Melbourne, Perth and Sydney alongside the new Dubai hub.

The model of employment for LOD lawyers varies depending on the office. In London, lawyers are self-employed and set up their own company through which they operate as freelancers, while in Australia, lawyers are retained on a contract.

Bryan Cave and Proskauer increase London promotions for 2017

Bryan Cave and Proskauer Rose have promoted one and three lawyers to partner respectively in London.

Bryan Cave has made up corporate lawyer Andrew Hart, who joined the firm from legacy Finers Stephens Innocent in 2008.

After three years, Hart left to become a senior associate at Clayton Utz in Australia. He returned to Bryan Cave’s London office in 2013.

Hart is one of 13 lawyers promoted to Bryan Cave’s partnership this year. The other promotions are across the firm’s US offices.

Bryan Cave’s partner announcements comes at an important time for the firm, as it continues its merger talks with UK-headquartered Berwin Leighton Paisner.

The firm has not promoted a London lawyer since 2014, when commercial litigator Robert Dougans was made up.

Meanwhile, Proskauer Rose has announced a global promotions round of 14, with three making the cut in the City.

Funds lawyers Edward Lee and Andrew Shore have been made partner, along with corporate lawyer Liam Arthur.

Proskauer Rose last made a promotion in London two years ago when funds and tax partner Catherine Sear was elected.

Partner promotions in full

Bryan Cave

Andrew Hart, London, corporate
Kenneth Achenbach, Atlanta, regulatory
Amy Taylor Wilson, Atlanta, corporate
Karl Marschel, Chicago, real estate
Amy Simpson, Dallas, real estate
Desmonne Bennett, Denver, litigation
Julie Westcott O’Dell, Irvine, employment
Kamao Shaw, Irvine, finance
Alexander Walden, New York, IP
Jessica Edwards, St Louis, tax
Stefan Mallen St Louis, litigation
Michael Schwartz, St Louis, corporate
Megan Gajewski Barnhill, Washington, regulatory

Proskauer Rose

Camille Higonnet, Boston, funds
Matthew McBride, Boston private equity
Ehud Barak, New York, restructuring
Frank Saviano, New York, corporate
Chantel Febus, New York, investigations
Malcolm Hochenberg, New York, tax
Vincent Indelicato, New York, restructuring
Christopher Ahn, LA, corporate
Christopher Wu, LA< corporate

Liam Arthur, London, corporate
Edward Lee, London, funds
Andrew Shore, London, funds

Cedric Jacquelet, Paris, employment
Nicolas Léger, Paris, employment

MILAN

HSF to launch in Milan with Simmons hire

Herbert Smith Freehills (HSF) is set to open an office in Milan next year with the hire of Simmons & Simmons Italy dispute resolution and intellectual property head Laura Orlando.

The base, which is due to open in early 2018, will be HSF’s first in Italy and its tenth office in Europe.

Orlando (pictured) joined Simmons in 2010 from local firm Trevisan & Cuonzo, becoming partner in 2014. She specialises in contentious and non-contentious IP, with a focus on patent and regulatory law in the life sciences sector.

According to Simmons’ website, her exit will leave the UK firm without another IP partner in Italy and with one disputes partner. Simmons will not immediately replace her in her management roles.

Two associates and one trainee will join HSF alongside Orlando, with the departures leaving Simmons with 30 associates and 10 partners in its wider Milan office. The firm previously closed in Rome in January 2016 to focus its efforts on Milan.

HSF head of UK and US disputes and global head of intellectual property Mark Shillito said: “We decided to start with a specialist IP offering in Milan because there is a clear client demand for it. One of our big areas is pan-European patent litigation, so for the past few years we’ve been thinking about how best to add to a pan-European offering. Laura is someone we’ve worked with for joint clients and referral matters for the last few years and we think she’s the best in the market.”

He added: “London will increasingly support the new office on pan-European work and we expect it to be a busy and profitable part of the practice. At the moment we’re not planning to open in any other practice areas [in Milan] but we are optimistic about future growth.”

HSF chief executive Mark Rigotti added: “We were one of the few international firms of our scale not to have an office in Italy, so it’s always been something we’ve kept under consideration. There are also a lot of strong local firms there, so we had to consider what we could add that wasn’t already there. Why go into a crowded market unless you can stand out?”

The new office is the second launch announced by HSF this year after confirming plans to open in Kuala Lumpur in May, marking the firm’s ninth base in Asia.

 

Linklaters

Linklaters hire Latham & Watkins investment funds co-head

Linklaters has made a key addition to its City investment management group, with the hire of Latham & Watkins investment funds co-head Tom Alabaster.

Alabaster, a specialist private equity fund formation lawyer, has been at Latham since 2014, when he joined from the Carlyle Group. He will join Linklaters next month.

At the private equity firm he was a senior counsel, working in both London and New York, focusing on issues such as fund formation, marketing and structuring, as well as various EMEA regulatory and compliance matters. He was also previously an associate at Slaughter and May and Debevoise & Plimpton.

He has a particular focus on advising US institutions operating in Europe, Asia and the Middle East.

The hire of Alabaster is part of a new strategic focus on financial sponsors and funds for Linklaters.

Investment management head Matthew Keogh said: “Tom is one of the UK’s brightest young private equity fund formation lawyers, with specialist global expertise that sits squarely at the heart of the private equity and financial sponsor sectors.

“His cross-Atlantic experience and global outlook make him a perfect addition to our team, supporting our continual prioritisation of financial sponsors and investors.”

Other recent London lateral hires for Linklaters include Ropes & Gray restructuring partner James Douglas, who the firm hired in May, and Goldman Sachs restructuring lawyer, who joined the firm as a partner in March.

The firm recently launched a client committee chaired by banking head Tony Bugg to coordinate the work it does for its biggest key clients, a move described by managing partner Gideon Moore as “one of the cornerstones” of the firm’s new strategy.

 

NEW YORK CITY

Latham hires Corporate Law partner from A&0 in New York

Latham & Watkins has hired long-serving Allen & Overy (A&O) corporate partner Peter Harwich in New York.

Harwich was made partner at A&O in 2001 and has since led on a range of high-profile M&A matters for the magic circle firm.

These include advising A&O client SAP on its announced $3.4bn purchase of cloud computing company SuccessFactors in 2011, as well as GE Healthcare’s $1bn acquisition of NASDAQ-listed Vital Signs in 2008.

He also worked on Elster Group’s $2.3bn takeover by Melrose in 2012 and Misys’ sale of its Diagnostic Information Business to Vista Equity Partners.

Other new joiners to Latham’s global corporate department in the past year include Linklaters’ German partners Nikolaos Paschos and Rainer Traugott.

The US firm also recruited from A&O in London earlier in 2017, taking corporate partner Ed Barnett and finance partner Stephen Kensell.

A&O has been recruiting heavily in the New York market in the past year, prioritising growth in the finance practice. It took on four lateral partners to its finance team. The three laterals were from White & Case and Proskauer Rose, while Milbank associate Todd Koretzky also made the move.

Months later, the magic circle firm also hired from Paul Hastings finance group, recruiting former head of leveraged finance Bill Schwitter, alongside partners Michael Chernick and Jeffrey Pellegrino.

Former A&O US senior partner Kevin O’Shea nevertheless left the firm for Milbank Tweed Hadley & McCloy along with two real estate partners last November. The departure saw litigation head Tim House relocate to the US as the firm’s new senior partner this year.