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United Kingdom
Cleary Gottlieb has had an office in London for 40 years. We offer premier knowledge of English law as well as a unique cross-border expertise that makes us unmatched in handling matters involving the law of multiple jurisdictions.
Our focus is on maintaining lean, efficient teams that can meet client needs without any bureaucracy. Cleary Gottlieb puts a premium on quality and client satisfaction, and all of our lawyers are actively engaged in the practice of law regardless of seniority or management responsibilities.
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Jun 30, 2011
Cleary Gottlieb is representing Nortel Networks on the Section 363 bankruptcy sale of its residual patent assets through a bankruptcy auction to a consortium consisting of Apple, EMC, Ericsson, Microsoft, Research In Motion and Sony for $4.5 billion, an increase of $3.6 billion from Ranger Inc.’s original stalking horse bid for these assets. The sale results from a four day auction that took place in Cleary Gottlieb’s New York office from June 27 through June 30. A joint hearing before courts in the United States and Canada is set to be held on July 11 to formally approve the sale. Nortel has been a client of Cleary Gottlieb for more than 20 years. The firm is currently acting as U.S. bankruptcy counsel to Nortel and affiliates in their U.S. Chapter 11 proceedings, which are closely coordinated with proceedings in Canada, the United Kingdom and France. Cleary Gottlieb has represented Nortel on its prior Section 363 bankruptcy auction sales, including the:
- sale of its wireless infrastructure assets to Ericsson for $1.13 billion (November 2009);
- sale of its global Enterprise Solutions business to Avaya for a total of $915 million (December 2009);
- sale of its Optical Networking and Carrier Ethernet businesses to Ciena for $774 million (March 2010);
- sale of its GSM/GSM-R business in Europe and Taiwan to Ericsson and Kapsch CarrierCom for $103 million (March 2010);
- sale of its Carrier VoIP and Application Solutions to GENBAND for $282 million (May 2010); and
- sale of its Multiservice Switch business to Ericsson for $65 million (September 2010).
Apr 20, 2011
Cleary Gottlieb represented Etalon Group Limited in its initial public offering. The offering was of an aggregate of 82,142,857 global depositary receipts (GDRs) representing 71,428,571 newly issued ordinary shares and 10,714,286 existing ordinary shares. The GDRs were sold at a public offering price of $7 each, and the gross offering size was $575,000,000.
The offering priced on April 14 and closed on April 20 and was the largest London listing by a Russian business this year.
Renaissance Capital, VTB Capital and Credit Suisse acted as joint book-running managers for the offering.
Etalon is one of Russia’s largest and oldest Russian real estate developers with a leading position in the St. Petersburg area and a growing presence in the Moscow area. Since its inception in 1987, Etalon has completed a total gross buildable area of 2.7 million square metres.
Mar 02, 2011
Cleary Gottlieb represented longstanding client Hellman & Friedman as selling shareholders in the proposed bid for British fund manager Gartmore Group by rival fund manager Henderson Group. The bid is structured as a share for share exchange to be implemented by way of takeover offer or scheme of arrangement in the Cayman Islands. The bidder and the target have agreed to adhere to the provisions of the UK Takeover Code, although neither is a Code company. The £335.3 million deal, which values Gartmore at approximately 92.1p per share, will make Henderson the sixth largest retail fund manager in the United Kingdom. Funds managed by Hellman & Friedman have irrevocably agreed to exchange their shares for shares in Henderson, should the bid complete.
Cleary Gottlieb had previously advised Hellman & Friedman as selling shareholders in the initial public offering and premium listing of Gartmore on the London Stock Exchange in December 2009, on their original buyout of the Gartmore Group in 2006 from U.S. financial services specialists Nationwide Mutual, and on the refinancing of Gartmore’s syndicated borrowing in 2007, one of the last “covenent-lite” financings before the credit crisis.
Gartmore is an independent, multi-product asset management firm providing long-only and alternative investment products to retail and institutional investors in the United Kingdom, Continental Europe, the United States, Japan, and Latin America. The company distributes its products through all major distribution channels in the United Kingdom and through longstanding relationships with major distributors and institutions in other geographies.
Feb 18, 2011
Cleary Gottlieb is representing long-time client Lafarge S.A. in relation to its proposed 50:50 joint venture with Anglo American PLC to combine their cement, aggregates, ready-mixed concrete, asphalt and contracting businesses in the United Kingdom, comprising Lafarge's UK operations in Lafarge Cement UK, Lafarge Aggregates and Concrete UK, and Anglo American's Tarmac business, in Tarmac Limited. The transaction was announced on February 18, and is expected to close later this year pending regulatory approvals. Both Lafarge's UK operations and Tarmac will continue to operate independently until obtaining such approvals.
The joint venture will create a significant UK construction materials company with a portfolio of established assets drawing on a complementary geographical distribution of operations and a series of well-known brands. The 2010 combined sales of the two businesses amounted to £1.8 billion with a combined EBITDA of £210 million.
Cleary Gottlieb has previously advised Lafarge in connection with its $15 billion acquisition of Orascom Building Materials Holding S.A.E. in 2008, its €1 billion+ capital increases in 2003 and 2009, and its first SEC-registered bond offering totalling $2 billion in 2006.
Oct 26, 2010
Cleary Gottlieb won the confirmation of the reorganization plan of Truvo Group's U.S. holding companies, less than four months after the Chapter 11 cases were commenced in the United States Bankruptcy Court for the Southern District of New York. The October 26 ruling cleared the way for the Truvo Group to consummate a restructuring of approximately $1.9 billion of debt of U.S. and European members of the Truvo Group. The plan became effective on November 30, 2010.
The plan relies on a novel use of an intercreditor agreement's enforcement sale provisions to release European subsidiaries that are not Chapter 11 debtors, enabling the European subsidiaries to avoid the adverse impact of a formal European proceeding. Initially the reorganization plan was supported by senior lenders but faced opposition from an official committee of junior creditors. Ultimately, these disputes were resolved and the plan was overwhelmingly supported by all creditor classes entitled to vote. The restructuring involved intense cooperation between lawyers located in New York, Brussels and London.
Jan 19, 2010
Cleary Gottlieb is representing Goldman Sachs International, Morgan Stanley & Co. Limited and UBS Investment Bank as joint financial advisors to Cadbury plc in connection with a recommended takeover bid by Kraft Foods, Inc.
Kraft’s renewed offer of January 19 values Cadbury at a total of approximately $19 billion. The offer comprises mixed cash and share consideration of 500 pence plus 0.1874 Kraft shares, representing, in aggregate, 840 pence per Cadbury share.
Cadbury’s board of directors originally rejected as “derisory” Kraft’s unsolicited December 4 offer of 300 pence plus 0.2589 Kraft shares for each Cadbury share, which valued Cadbury at a total of approximately $16.7 billion.
Kraft’s offer will remain open to shareholders until 1.00 p.m. (London time) on February 2.
Jul 28, 2009
Cleary Gottlieb represented Tata Steel Limited in connection with its offering of 65,410,589 global depository receipts (GDRs), raising approximately US$500,000,000. The offering was also accompanied by the listing of the company's GDRs on the London Stock Exchange, which complements the existing listing of its shares in India and is the largest Indian GDR ever to be listed in London. It is also the largest capital raising by a company outside of its domestic market on any European exchange this calendar year. The offering closed on July 24, 2009.
Tata Steel Limited is the world’s eighth largest steel producer, with major operations in Europe, India and Southeast Asia. The listing marks a return to the UK stock markets for the assets formerly controlled by Corus, which was acquired by Tata in 2007 and which still employs over 24,000 people in the United Kingdom.
Apr 09, 2009
Cleary Gottlieb represented HSBC Holdings plc in its £12.5 billion ($17.7 billion) five-for-12 rights offering of over 5 billion new ordinary shares at a subscription price of 254 pence per share. The offering was the largest of its kind in the United Kingdom. The deal consisted of a registered public offering in the United Kingdom, the United States (in the form of American depositary share rights), Hong Kong and other jurisdictions. Goldman Sachs International acted as sole sponsor, and together with JPMorgan Cazenove Limited and HSBC Bank plc, joint bookrunner and joint global coordinator. The rights offering was announced on March 2 and was approved at a general meeting of shareholders on March 19. The rights offering subscription period ran from March 20 until April 3. During that period, existing HSBC shareholders subscribed for 96.6 percent of the new ordinary shares offered to qualifying shareholders. The joint global coordinators placed the remaining 3.4 percent of the new ordinary shares on April 6, and the rights offering closed on April 9. Cleary Gottlieb acted as U.S. counsel for the issuer.
HSBC is one of the largest banking and financial services organizations in the world. HSBC's international network comprises around 9,500 offices in 86 countries and territories in Europe, the Asia-Pacific region, the Americas, the Middle East and Africa. HSBC’s shares are listed on the London, Hong Kong, New York, Paris and Bermuda stock exchanges and held by around 200,000 shareholders in some 100 countries and territories. On the New York Stock Exchange, the shares are traded in the form of American depositary shares.
Sep 22, 2008
Cleary Gottlieb represented Barclays in its agreement to acquire Lehman Brothers' North American investment banking and capital markets businesses.
Oct 02, 2008
Cleary Gottlieb is representing Highstar Capital in its acquisition of a 25% interest in London City Airport from Global Infrastructure Partners for an undisclosed price.
The deal will make Highstar Capital a minority owner in London City Airport while Global Infrastructure Partners, an independent fund that invests in infrastructure assets worldwide, will hold the majority. Following the transaction, Global Infrastructure Partners will hold 75% and Highstar will hold 25% of the business.
The London City Airport is the UK's leading business airport, with ten airlines serving 33 destinations across the UK and Europe and connections to the rest of the world through major European hubs. The airport experienced record growth in 2007 with over 2.9 million passengers traveling through the terminal, a 23% increase from 2006. The airport’s location on the doorstep of London’s financial district is considered vital to business and plays an integral part in keeping up with the growth of the UK’s capital city.
Top Two Global Competition Review Elite Firm
Global Competition Review (2011, 2012)
#2 in UK M&A
Thomson Reuters (First Half 2010)
(Announced, value)
European Legal Team of the Year
Legal Week’s British Legal Awards (2009, 2010)
“[Cleary's] offices in London and Moscow provide coverage in key European hubs, with particular strength on the sponsor side. ‘They focus on our business objectives and come up with a fair and equitable solution.’ ‘They have the depth and the talent.’”
Chambers Global (2012)
“The firm continues to represent public and private corporations, private equity houses and financial institutions engaged in a variety of recommended and hostile deals involving proposed M&A and joint ventures. ‘This firm is synonymous with expertise, knowledge and reliability.’”
Chambers Europe (2012)
“The London branch of this international heavyweight focuses primarily on international finance and corporate work, with tax, antitrust, dispute resolution and IP as complementary disciplines. The London team is at its best when acting as a link in the firm’s global chain, particularly when coordinating competition law work via the Washington and Brussels offices or financial undertakings through New York, Paris and Moscow. … Clients regularly cite the uniform high standards of the group as a prime attraction: ‘Other firms just can’t guarantee the same kind of consistent quality across such a large global footprint.’”
Chambers Global (2011)
“The long-established London office of Cleary Gottlieb houses ‘extremely skilled corporate partners,’ providing backing to the work of the firm's practitioners in offices based across Western Europe and now in Moscow. It works to provide the combined wisdom of both local and overseas-trained lawyers, with sources full of praise for the firm’s ‘well-configured business structure, which understands what it means to be international.’ The practice is seen to be particularly strong with regard to mineral resources and financial institutions, although it can also be called upon to advise clients from other sectors.”
Chambers Europe (2011)
“‘I'm always happy to refer clients to them,’ says one rival partner. Clients praise the team for its knowledge, experience and quality of partners. ... A key strength of Cleary's London team is its ability to provide top quality equity and debt capital markets advice.”
IFLR 1000 (2011)
“Cleary Gottlieb Steen & Hamilton LLP ‘provides a first-class service with an outstanding level of skill.’”
The Legal 500 UK (2011)
“The equity capital markets practice has a good market share and a particular reputation for emerging markets work. … ‘A top-notch group,’ [according to sources].”
Chambers Global (2010)
“[The firm's] low-volume, high-value finance practice has followed the lead of many other firms and increased its restructuring work in recent times. Nevertheless, it continues to be active on a variety of acquisition finance matters, particularly ones involving emerging markets.”
Chambers Europe (2010)
“One of the first US firms to establish itself in Europe and the UK, Cleary has some of the finest M&A and financing talent around, thanks to its commitment to excellence.”
Chambers UK (2010)
“Cleary Gottlieb Steen & Hamilton LLP provides an ‘absolutely first-class service’ to clients seeking complex cross-border advice, often with a significant US element.”
The Legal 500 UK (2010)
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